The Lost Girl Chronicles Book 2: The Spark That Lingers
by frosty600
Summary: For Sophie, it continued with a crash landing and almost being crushed under the weight of the new man the Doctor had become. For the Doctor, it continued with a brain implosion and blue eyes and a smile that made his hearts race. Second in the Lost Girl Chronicles. Doctor/OC
1. Prelude: Born Again

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** And here is the very first instalment of the 2nd fic in my Lost Girl Chronicles. I'm rather surprised that I've actually managed to get this started, let alone posted so quickly! Thanks to **Saberbladeprime** for helping me out once again!

Also, I just wanted to give everyone a quick heads up that I've decided because of how long the Christmas Specials are that I'll probably post it in two parts.

 **PRELUDE**

 **Born Again**

Sophie watched, her blue eyes curious as the new Doctor, as soon as he had finished the last syllable of 'Barcelona' was dashing over to the console, swiftly flicking a few of the switches, before he checked the monitor.

"Six pm…" he murmured as he turned a knob, "Tuesday…" fingers speeding over the controls as he set the date, "October… 5006… on the way to Barcelona!" he declared with a beaming grin as he straightened up and turned towards where his companions where watching him.

His gaze finding Sophie who was gazing at him with those hazel flecked blue eyes of hers. Eyes that were aglow with open curiosity as they met his own, and his hearts seemed to skip a beat as they picked up a little more speed.

"Now then… what do I look like? …Am I, like what you saw?" he asked curiously directing the last question to the curly haired brunette completely missing the dubious anxiety on Rose's face as the blond stood, half concealed by the Y beam as she watched him with wide cautious eyes.

The Doctor didn't even give Sophie time to nod, let alone for either woman to voice a reply, before he held up a hand as he started talking again. "No, no, no, no, no, no, no, no, no, no. No," he changed his mind. "Don't tell me."

Sophie felt her lips twitch upwards into an amused smile, the dried tears on her cheeks making the action feel a bit stiff. What little anxiety she had slipping away as she took in his obvious excitement. She couldn't help the sad ache she felt though as she stared at the unfamiliar face, already missing his previous one, knowing that she'd never see it in person again.

"Let's see… two legs, two arms," he listed as he began to take stock of himself, "Two hands," he tested a wrist, circling it experimentally, feeling the movement under his fingers. "Slight weakness in the dorsal tubercle…" He released his wrist and his hands flew to his head as he suddenly recalled what Sophie had said. "Hair!" he exclaimed as he ran his hands through it, mussing it rather thoroughly in his glee, "You were right Annie-Girl!" he exclaimed, his expression flickering briefly in aversion – that name sounding… feeling odd on his lips now, before settling back into glee as he continued to run his hands through the strands, "Ooh! I do. I do have big hair!"

Rose edged out from behind the Y beam a bit, her expression perplexed now as she stared at the odd man. Her heart pounding in her chest, her disbelief mounting as her mind raced with confusion and fear at what she'd seen.

The Doctor slid his hands downward from his hair, his fingers brushing over his sideburns and he beamed delightedly once again. "Sideburns, I've got sideburns! Or really bad skin…" he lowered his hands as he glanced down at himself. "Little bit thinner…" he remarked, slapping his stomach, "That's weird. Give me time, I'll get used to it," the Doctor gasped and Sophie stilled slightly startled by the sound, whilst Rose started to breathe a bit heavily her expression becoming fearful rather than perplexed.

"I… have got… a mole!" he breathed with wonder, rather thrilled by this latest discovery too. "I can feel it." he rotated his shoulders not noticing the blondes rather upset expression, feeling his new mole shift with the skin, "Between my shoulder blades, there's a mole," he reiterated, "That's alright. Love the mole," he decided.

The Doctor turned to his companions, standing so that he was facing them completely, his gaze expectant, "Go on then," he urged, his gaze settling on Sophie, eager to hear what she thought of his new body, his new face, "Tell me… what do you think?"

Sophie blinked at the question, her eyes roving over his new face once again, "You, um… you're…" she faltered her tongue tying itself into knots as she tried to find words, cheeks beginning to heat as the Doctor continued to stare at her expectantly, beckoning her to get the words out.

"I'm what?" The Doctor urged moving a step closer to the stuttering brunette, lips curving up into a grin at the flush that was rising in her cheeks.

Rose frowned a bit as the stranger drew closer to Sophie, her body tensing at the possible threat, fear and confusion still fogging her brain, "Who are you?" she asked, her voice coming out timider then she'd wanted, but it succeeded in making the man still in his advance towards the brunette as he turned towards her.

The Doctor stared at the blond surprised by the question, finally noting the fear on her face, "I'm the Doctor," he replied crestfallen.

Rose shook her head, gaze skirting to briefly to Sophie as the brunette started towards her with concern, "No… where is he? Where's the Doctor?" her voice rising in volume, "What have you done to him?!" she demanded.

Sophie touched the blondes arm trying to comfort her, "Rosie. He's the Doctor," she tried to assure her distraught friend, "He's just changed remember?"

Rose eyed Sophie with wide-eyes and shook her head again, "No, that wasn't change this is – is," she struggled.

The Doctor stared at her confused and hurt, "Yes it was," he tried, "You saw me, I, I changed…" he jerked a thumb over his shoulder where the regeneration had come over him, "I did it, right in front of you."

"I," Rose swallowed, "We saw him sort of explode, and then you replaced him, like a… a teleport or a transmat or body swap or something."

Sophie stared at Rose slightly at a loss as to what she could do, before she glanced over at the Doctor taking in the lost and hurt expression on his face as he stared at the blond silently and on instinct, like she'd done before he changed, she reached out from behind her telepathic shields, brushing her consciousness against his, the familiar warmth of the Doctor's consciousness doing something to help soothing the ache in her chest especially as he reciprocated in the same way he'd always had. His gaze tearing from Rose to focus on her, brown eyes so different from the blue he'd had previously and yet they were the same as they regarded her.

' _I,'_ Sophie tried as she began to project a thought to him, _'I'm sure she just confused, um… tiny human brain and all… you didn't give her much warning,'_ she attempted to comfort, hoping that it was the right thing to say to help him feel even just a little better.

The Doctor's lips twitched up in a small grateful smile, his consciousness still brushing hers, _'No, I suppose I didn't,'_ he agreed, regretting now that he hadn't made more of an effort to prepare the blond for the possibility, but he hadn't been expecting her to take it so hard. Not after he'd gone to the trouble of explaining before it had actually happened.

Rose stared from the strange man that had taken the Doctor's place to Sophie and back again, taking in the interaction between them, one that she'd seen take place between the brunette and the Doctor when they communicated in that telepathic way of theirs… she swallowed thickly, limbs trembling slightly, not wanting to believe… she really didn't want to believe it!

"No," she denied, her voice hushed, drawing the Doctor and Sophie's attention again, "You can't be…" her eyes hardened into a glare, "Send him back!" she demanded, " _Please!"_ she stressed the word, "Send the Doctor back right now!"

The Doctor's eyes saddened once again as he turned his gaze back to the blond who was staring at him through eyes that were wet with tears, "Rose, it's me," he tried again moving to lean in towards her in his desire to make her understand only to lean back again as she took a small step back as she eyed him warily. "Honestly, it's me," he pleaded as Rose began to breathe rapidly and she shifted only slightly, shrugging Sophie's hand off her arm so that she could grasp it in hers tightly. Her knees starting to feel weak as she trembled a little harder.

"I was dying," the Doctor sought to remind her, "To save my own life I changed my body. Every single cell, but… it's still me."

Sophie smiled at him slightly, her gloved thumb rubbing soothing circles on the back of Rose's hand, "Different, but the same," she murmured.

The Doctor nodded, "Still the same old Doctor… just all new me, is all."

"You _can't_ be," Rose whispered, heart hammering against her ribcage a she continued to watch him.

The Doctor stared at her for a moment longer, before he, a little cautiously stepped closer to his companions, meeting Rose's eyes the entire time, silently glad that this time she didn't attempt to recoil, though her hand was still clenched tightly around Sophie's.

"Then how could I remember this? The first time I met you Rose Tyler. Trapped in that cellar. The two of you clasping hands like you are right now. Surrounded by window shop dummies… oh…" he glanced away as he reminisced over the moment, before he met her gaze again, "Such a long time ago," he glanced over at Sophie smiling at her as he met her eyes too, "I took your hand…" he took Sophie's free hand in his own.

Sophie blinked down at their joined hands, her fingers shifting just a tiny bit the hand that had taken hers feeling so different from what it had before… so different and yet… just like she'd said moments ago it was the same.

Rose frowned slightly, tears still slipping silently down her cheeks, "You say that like you didn't meet Sophie at the same time," she challenged.

"Because it wasn't," Sophie admitted and Rose looked at her surprised.

"What?"

"First time I saw him in person," Sophie began.

"Was down the street," the Doctor picked up before she could continue a half grin in place as he regarded the brunette fondly, "You'd frozen in place just staring like you'd seen a ghost and I paused beside you and I said,"

"Oi, you alright?" Sophie spoke with him as she remembered the moment too and Rose blinked at them, heart starting to calm even as she still continued to stare with wide eyes.

The Doctor grinned, amusement shining out of his brown eyes, "And then you muttered a very unbelievable 'fine' before you scurried away like you were afraid I was going to bite or something,"

Sophie frowned at him, her lower lip jutting out lightly, "I walked away," she corrected, "And I didn't think you were going to bite me. I'm pretty sure I was thinking something like 'the bleedin' killer mannequins are real!'"

"You scurried so fast you were practically running," the Doctor insisted still smiling, before he turned to the still dubious Rose, smile falling away at seeing that she still wasn't quite convinced, "And the first thing I ever said to you Rose Tyler… it was just one word… just one, I said 'run'."

Rose's lips parted as more tears welled in her eyes, "Doctor?" she whispered still questioning, but unable to not start believing.

The Doctor smiled at her and waved his free hand at her much like he had a long time ago when this had all began and she'd been demanding answers out of him, "Hello."

Rose let out a shaky sigh, her hand releasing Sophie's as she stumbled backwards as the impact of what was happening, had happened hit her.

The Doctor gave Sophie's hand a final squeeze, before he released it and took off at a quick pace, moving to the other side of the console, "And we never stopped, did we? All across the universe, the three of us. Running, running, running…" he chattered with enthusiasm, flicking a few switches. "One time we had to hop. Do you remember? Hopping for our lives." Sophie nodded, lips twitching in amusement as he began to hop madly up and down on the spot. Rose, however didn't respond at all as she rested her back against the Y beam just staring silently at him once again.

"Yeah? All that hopping?" he beamed a grin at the amused Sophie as he continued to hop energetically, before looking to Rose, "Remember hopping for your life?" he prompted hoping to elicit a response out of the shocked and subdued blond, "Yeah?! Hop? With the…" the Doctor trailed enthusiasm dying down as he stopped hopping as Rose merely continued to stare. "No?"

"Can you change back?" Rose asked and the Doctor stilled, face freezing momentarily as hurt lanced through him once again.

"Rose…" Sophie began.

"No seriously," Rose cut her off, "Can you change back?"

The Doctor swallowed, "Do you want me to?" he asked blinking a bit heavily at her.

"Yeah," Rose said like it was the most obvious thing in the word.

"Oh," the Doctor muttered quietly, looking away from the blond to stare at his ship, unable to bring himself to look at Sophie in that moment.

"Rose," Sophie tried again, her mouth feeling dry and her heart aching for the pain she could see in the careful blankness on the Doctor's face.

Rose shot Sophie a look, "You can't say that you don't want him to change back?" she half stated half questioned eyeing the other woman with wide eyes once more.

Sophie swallowed, flinching just a little as she turned her gaze away from the blond, her heart clenching painfully, because there was a small part of her that wanted that… wanted to see his old face again… his old smile and the prominent ears and the big nose… the face he'd called daft… she looked over at the new man the Doctor had become and met the brown eyes that had turned to her, old and hurting, at the blondes' question. "He's still the Doctor," she found her voice again, "His face doesn't matter." And the Doctor smiled at her, hurt eyes lightening slightly.

Rose swallowed, but turned slightly hopeful eyes back on the Doctor, "Can you?" she persisted.

"No," he responded, turning his gaze to the floor as disappointment and pain lanced through him once again at the blondes' rejection of who he'd become.

"Did you want to leave?" he asked the blond lowly.

Rose stared at him shocked by the question and glanced briefly at Sophie who was staring as mutely at the grating beneath their feet, "Do you want me to leave?"

The Doctor lifted his gaze from the floor to stare at her quietly, "No," he replied, "But… your choice… if you want to go home…" he trailed eyeing the blond as she continued to stare at him like he was a stranger to her. He slowly nodded and turned away, his limbs feeling stiff as he moved for the console again. "Cancel Barcelona," he muttered as he began fiddling with the dials again. "Change to… London… the Powell Estate…"

He trailed glancing briefly over at Sophie who hadn't said a word since saying his face didn't matter, unable to help but feel a bit concerned that she may choose to leave him too if Rose really decided to stop travelling. The idea made his hearts clench in renewed pain, he could deal with Rose leaving… it hurt… it did, but he could manage… but to lose Sophie as well… he didn't want that… not at all… there was so much still… so much that they hadn't done… hadn't seen. So much to explore and he wanted to share that with her…

"…Ah…" he hedged for a moment longer before a date came to mind, "Let's say the 24th of December," he glanced over at Rose, "Consider it a Christmas present."

Rose edged closer to the console, heart beating uncomfortably as she continued to eye the Doctor upset.

"There." the Doctor turned a last dial and the Tardis shuddered a bit as it changed direction as it flew through the vortex.

He stepped back and away from the console moving towards Sophie, his arms tucked defensively under his armpits until he came up beside the brunette. His hands lowering so that he could slip one around the brunette's grasping the slender appendage firmly, his fear that she'd leave too making him not want to let go. His mind reaching for hers again, brushing against her consciousness almost searchingly.

Sophie blinked at the feel of his mind against hers… she'd never felt it so… it was like he was seeking something from her… but wouldn't say what. So, she brushed back a little tentatively as she tried to offer some kind of reassurance.

Rose shifted a little unsure what to think as the Tardis flew through space heading to the past… her present really… to take her… to drop her… "I'm going home?" she questioned, her voice quieting.

The Doctor shrugged, "Up to you. Back to your mum… it's all waiting. Fish and chips, sausage and mash, beans on toast…" he paused blinking a bit in thought, "No, Christmas! Turkey!" he recalled, "Although… having met your mother… nut loaf would be more appropriate."

"Jackie isn't that bad," Sophie mildly rebuked him, her eyes rolling at his dig at the older Tyler woman.

The Doctor snorted with incredulity in response, before his eyes caught on the small smile that was touching Rose's lips, one she was trying to hide as she ducked her head. "Was that a smile?"

The smile vanished immediately. "No," Rose mumbled in response not raising her head from where she was staring at a random point of the console.

"That was a smile," the Doctor said knowingly.

Rose glanced over at him, "No, it wasn't," she denied.

"You smiled…" the Doctor said teasingly.

Rose gave him a look, "No, I didn't."

"You kinda did," Sophie told her.

Rose huffed a little, "Did not."

The Doctor's expression turned exasperated, "Oh, come on, all I did was change, I didn't…" he cut off, his hand unintentionally constricting around Sophie's as he gagged heavily hunching over and the Tardis gave a shudder.

"Doctor?" Sophie said with concern wincing as his hand clenched about hers painfully.

"What?" Rose asked confused and concerned.

The Doctor straightened, hand loosening about Sophie's again, but not letting go. "I said I didn't…" he gagged again, hand constricting around Sophie's once more as he retched violently, forcing himself to release Sophie's hand as he panted a bit, "Uh-oh," he mumbled.

"Uh-oh?" Sophie echoed with concern as she stared helplessly, flexing her released hand, as Rose began to inch around the console towards him, "How bad of an 'Uh-oh'?" the brunette asked as he straightened up again.

The Doctor opened his mouth to reply only for golden regeneration energy to escape his mouth instead floating in the air for a moment, before dissipating.

"What's that?" Rose asked.

The Doctor blinked at them, hearts pounding heavily, "Oh… the change is going a bit wrong and all," he managed to say, before he gagged again. This time falling to his knees as his face contorted.

Sophie stepped closer, placing a hand on his shoulder, her mind racing with concern for him, "Is there anything we can do?"

The Doctor attempted to reply only to retch again.

Rose shifted nervously, "Look… maybe we should go back. Let's go and find Captain Jack, he'd know what to do." She suggested.

"Gah," the Doctor grumbled his tone impatient as he pulled himself up a bit with the console and on to his feet. "He's busy! He's got plenty to do rebuilding the Earth!" his gaze caught on a lever on the console, "I haven't used this one in years," he remarked as he reached for it. His fingers closing about it briefly as he flicked it and the Tardis rocked violently nearly throwing the three of them off their feet.

"What are you doing?!" Rose demanded as she grasped a portion of the console trying to secure herself against the shaking.

"Putting on a bit of speed!" the Doctor responded a wild look in his eyes, "That's it!" he exulted as his ship moved faster through the vortex. Beside him, Sophie grasped a part of the console to staring at him wide-eyed as he turned various knobs on the console. "My beautiful ship! Come on, faster! That's a girl!"

"Doctor!" Sophie yelped rather disconcerted now, her heart racing with fear.

Her call had the Doctor focusing his wild eyes on her and he grinned crazily, "Faster! Wanna break the speed limit?!" he asked her, his eyes flashing in mad glee.

"Stop it!" Rose shouted terrified as she continued to cling to the console.

"Ah, don't be so dull…" the Doctor responded his tone a bit nasty as he focused his gaze on her, but still crazed. He turned his attention back to Sophie reaching around her to fiddle with more knobs on the console. "Let's have a bit of fun! Let's rip through that vortex!" he declared, his arm anchoring Sophie to his side as he flicked a few more dials with his other hand.

"Doctor! Stop, please!" Sophie cried frantically as the Tardis rocked and shuddered harder as she hurtled faster and faster.

' _Sexy please? How do I slow us?!'_ she projected desperately at the ship when all she got from him was a crazed grin and got a hazy image of one dial and then another and then another…

Sophie reached for the first the Tardis had shown her only for a hand to come out and give it a reprimanding tap, before fingers closed about her gloved digits tightly drawing her gaze back up to the Doctor.

"No backseat flying!" he rebuked, releasing her hand to bop her with a quick movement on the nose. The Doctor's gaze caught hers the very real terror in the hazel flecked blue depths reaching him and he calmed, the wild look fading to one full of pain. "The regeneration's going wrong. I can't stop myself," he told her grimacing in pain, "Ah, my head…" he groaned buckling against the console again… but it was only for a brief moment before he straightened up again, the crazed grin back and his eyes were once again wild the brief calm gone like it'd never resurfaced.

"Faster! Let's open up those engines!" he shouted, and the Tardis shuddered harder as he turned more dials and pressed more buttons.

Sophie lifted a hand from the console again reaching for the first dial the Tardis had shown her after her plea, needing to slow them as the Tardis seemed to almost convulse under them.

The Doctor seeing her motion once again reached for her hand grasping it firmly in his own, "Well if you insist on backseat flying – we want this button!" he pressed her hand down on it and the Tardis spun through the vortex faster.

"Doctor please! This isn't funny!" Sophie cried as he released her hand again to spin another dial wildly.

"No," he agreed, "It's brilliant!" he revelled as he piloted, one arm still helping to anchor Sophie to the console, even as he used both hands to send the ship faster and faster.

A bell rang shrilly… the sound warning in its tenor…

Rose glanced about terrified, "What's that?"

The Doctor laughed with delight, "We're going to crash land!" his laughter becoming manic.

"Doctor, that isn't a good thing!" Sophie shouted over the sound of the ringing bell, voice mixing with Rose's desperate cry of 'do something'.

The Doctor pulled away from the console taking Sophie with him, the shocked brunette not having expected him to move, let alone away from the console. "Too late! Out of control!" he said his voice rising in either hysteria or manic joy, neither woman could tell.

Sophie stared up at him as he danced them rather swiftly about the console mixing in a few deft, but wild spins and turns as he revelled in the speed of the moment. Sophie clinging to him in an effort to keep her feet.

"I love it! Hot dawg!" the Doctor cried manic grin still stretching his lips.

Rose watched them from where she was clinging to the console, terrified, unable to believe that this was happening… once again wondering how this manic madman could possibly be the crazy alien that she and Sophie had been traveling with… the Doctor would never have done something like this… never! "You're going to kill us!" she shouted desperately.

The Doctor brought them back to the console, arms on either side of Sophie now as he gripped the edge of the console, helping to keep the frightened brunette anchored.

Sophie thought about trying for the dial that the Tardis had indicated would at least start to slow them, only for the ship to respond with an alarmed negative. The brunette getting the sense from her that to try anything like that now would blow the console or worse, that in fact, the best thing now was to let the ship crash land.

' _Oh, bugger it all!'_ she thought desperately hands tightening around the console, her head tilting back. The back of her head brushing the Doctor's shoulder as she looked up at him, eyes meeting his crazed ones as he grinned madly down at her.

"Hold on tight, here we go!" he shouted with excited enthusiasm, "Christmas Eve…!" he cheered madly as they began to plummet towards planet Earth. Sophie's and Rose's gaze meeting in shared terror at the prospect of the crash landing that had the Doctor so excited…


	2. Chapter 1 The Christmas Invasion P1

**Disclaimer:** I don't own Doctor Who. Only Sophie my o/c.

 **A/N:** Big thank you to everyone who followed/favourited and reviewed the first chapter of this sequel to The Unlikely Girl. And another big thank you to **Saberbladeprime** for helping out again this chapter.

 **CHAPTER 1**

 **The Christmas Invasion**

 **Part 1**

Sophie and Rose cried out as the Tardis shook heavily, the entire ship violently heaving as it connected with something that sent them spinning in another direction.

"What was that?!" Rose cried, clinging tighter to the console her knuckles stark white as the convulsing Tardis threatened to throw her off the console with its shaking.

"A block of flats!" the Doctor cried voice still gleeful, a mad giggle escaping him.

Sophie raised her gaze to the monitor that the Doctor was staring at and saw them rocketing towards a second line of buildings, and she held on tighter to the console, "Incoming!" she cried a warning to the blond who couldn't see and Rose hunched closer to the console the Doctor's mad laughter easily heard over the bell that hadn't stopped ringing out it's warning.

They impacted against the building and the Tardis went skidding through the air in another direction as it continued to plummet closer and closer to the ground.

Sophie raised her gaze to the monitor again and if possible her already pale face paled further as they hurtled towards a postal van. "Oh, my God!" she cried desperately.

Rose stared at her wide eyed, "What? What?!"

The Doctor pulled his gaze from the monitor and glanced down at Sophie, taking in the horrified terror he could see on her face that was turned towards the monitor… he lifted his gaze back to the monitor the crazed gleam in his eyes dimming as a bit of sanity resurfaced, "Ooh, right, yes. That would be bad," He released the console and dashed around it.

"What is it?!" Rose cried again.

Sophie who'd clutched at the console tighter continued to stare at the monitor with wide-eyes as she answered, "We're going to hit a postal van,"

"Oh my… is anyone inside?" Rose asked her own gaze turning horrified as she realized the implications.

"Dunno!" Sophie cried as they got closer.

"No, we're not!" the Doctor shouted drawing their gazes as he harshly yanked down a lever and held tighter forcing the Tardis to veer away, just avoiding the collision. He raced back around the console beaming a grin, "There! Crisis adverted,"

"Says you!" Rose hollered, "We're still crashing!"

"Ah pish! A little crash never hurt anyone!" the Doctor waved off, the glow of madness gleaming in his eyes again.

Sophie and Rose stared at him, their expressions speaking volumes, "Human!" they shouted together and the Doctor blinked at them in a rather confused fashioned his mind spiralling wildly. His gaze returned to the monitor and he grimaced, "Ah… oops!" he muttered as he saw that they were headed straight for a set of waste bins.

"It's a bit late for oops!" Rose cried just before they were jolted once again as the Tardis sailed into the bins and finally… finally came to a stop the console smoking lightly.

The ringing bell falling silent.

"Bleedin' buggering hell," Sophie cursed lowly as she slowly released the console, her fingers feeling stiff and sore from having held on so tightly for so long. She glanced over at Rose who was doing something similar as they caught their breath, "You ok?"

Rose blinked swallowing heavily as the terror of the previous moments receded slowly, "Yeah… I-I think so…" she trailed glancing down at her fingers that were shaking with excess adrenaline, before she looked back up focusing her gaze on Sophie again, "You?"

"…Fine… though the jury's still out on whether or not I'm going to vomit," she muttered her stomach feeling rather queasy.

Rose nodded her agreement, her own churning rather sickeningly after that plummet to Earth.

"Here we are then!" the two heard the Doctor speak and they glanced about spotting him by the now open Tardis door staring out it, "London! Earth! The Solar System! We did it!" he called back to them.

Sophie moved away from the console, her legs still feeling a bit like jelly making her totter a bit, but carrying her well enough as she started towards him, forcing herself to move a little faster as she saw him stumble out of the Tardis door. Behind her, Rose merely stared after them, her expression disquieted and troubled… before she sucked in a shaky breath and slowly moved to follow.

Outside the Tardis the Doctor's gaze fell on the gaping Jackie and Mickey, both of whom having rushed out the moment they'd heard the familiar wheeze of the Tardis.

"Jackie! Mickey! Blimey!" he stumbled back a few steps and knocked into a small frame making him turn a little. A beaming grin curving up his lips as he caught sight of Sophie once again and he swept his arm out and pulled her into a one armed hug, "Hello Annie- Gi," he cut himself off with a frown.

Sophie stared up at him with concerned and slightly apprehensive eyes, rather worried that he would fly off the handle again, but the mad gleam seemed to have left his eyes again as he stared down at her.

The Doctor glanced away, arm still around her as he began to mutter, "No, no… still doesn't sou…" he trailed again as his mind jumped tracks once again his gaze flying back up to the rather disconcerted Jackie and Mickey, "No, no, no, no… hold on. Wait there. I've got something to say," he frowned heavier as he tried to think through the chaotic muddle that was his mind, "There was something I had to tell you, something important…" he glanced down at Sophie again eyes meeting, "What was it?" Sophie opened her mouth only for two fingers of his free hand to press against her lips in a 'shushing' gesture, "No, hold on, hold on." He muttered fingers sliding away, "Hold on, shush, shush, shush,"

Sophie shifted slightly in his hold, pulling back as much as his arm would let her so that she could look up at him as he stared now at Jackie and Mickey once again, "Do…"

His fingers shushed her again, "Shush," he told her, his eyes coming back to look at her again, before he brightened and looked back over at Jackie and Mickey once again, "Oh, I know! Merry Christmas!"

Sophie let out a yelp like sound as the Doctor tumbled forward taking her with him as her still weak knees gave out at the sudden added weight and she landed heavily on her back blinking furiously in shock, the Doctor's unmoving form on top of her. She coughed lightly the impact with the ground having knocked the air out of her.

Rose stepped out of the Tardis and stared down at the scene bemused. Sophie spotted her and shot the blond a look, "A little help please?! He's kinda heavy!"

Rose coughed back a laugh, amused despite herself as she moved to do so, "What happened? Is he alright?" the blond asked as she helped Sophie shift the Doctor off her.

"I don't know, he just sort of keeled over," Mickey responded.

"And you?" the blond asked as Sophie sat herself up a hand coming up to rub at the back of her head with a slight grimace.

"Peachy," she muttered as she turned her concerned gaze to the Doctor who was lying on his back now… his chest's rise and fall the only sign of life he was making.

Mickey blinked confused at the two women, "But who is he?" he asked with a gesture to the unconscious man, "Where's the Doctor?"

Rose looked at him solemnly all traces of her earlier amusement vanished as she frowned, "That's him," she muttered a little dubiously.

Mickey frowned, "What? Where?"

Sophie shifted to her feet crouching by the Doctor, "This is the Doctor," she responded without looking up.

Jackie frowned, "What do you mean, that's the Doctor? Doctor Who?"

Sophie glanced over at her, "The Doctor, this is him… just… help me get him up…" No one moved. Jackie and Mickey still staring confused and Rose still wary and unsure as she regarded the man that claimed to be the Doctor… "Please?" Sophie tacked on and Jackie and Mickey moved forward to help get the Doctor off the ground.

 ***O*O*O***

Rose stared from where she was standing, hovering really, in the room they'd finally managed to get the Doctor into… the stranger claiming the name now resting in a pair of striped pyjamas her mum had seemingly pulled out of nowhere.

She shifted a little uncomfortably, her arms moving to cross themselves over her chest protectively, guilt making the nauseous feeling she'd had after they'd landed linger as she watched Sophie fuss with the blankets a bit, smoothing a gloved hand over them carefully as they waited… the silence in the room stretching between them… the air oppressive to the blond as she couldn't help but notice the nervous way Sophie twisted her hands together as the Doctor slept, unmoving aside from the rise and fall of his chest.

"Here we go." Jackie's voice broke the silence as the woman stepped into the room, a stethoscope in hand. "Tina the cleaner's got this lodger," Jackie explained, handing the stethoscope to Sophie, the brunette having turned to her the moment she'd started speaking, "A medical student, and she was fast asleep, so I just took it," she rambled a bit.

"She'll get it back," Sophie assured quietly, her tone grateful.

"I know she will sweetheart," Jackie responded and Sophie blinked a bit at the affectionate term, but didn't say anything about it as Jackie continued to talk, "Though I still say we should take him to hospital,"

"We can't," Rose snapped breaking her silence as Sophie put the earpieces of the stethoscope in her ears. She swallowed, her voice softening apologetically as her mum gave her an unimpressed look for her tone. "They'd lock him up. They'd dissect him. One bottle of his blood could change the future of the human race," she explained to her mum.

"Not could," Sophie corrected lowly, "Would. So, we can't Jackie," the brunette murmured solemnly as she focused her gaze briefly on the older Tyler woman, "Now, please… I'm trying to listen." And Jackie swallowed down the words that had been rising on her tongue as she gave a reluctant nod as she stood by her daughter, who'd also fallen silent.

Sophie leaned over the Doctor's form, placing the rounded end of the stethoscope to the right side of his chest. A low breath escaping her as she heard the beating of one heart, before she lifted it and placed it to the left side, teeth sinking into her lower lip, before she felt some measure of relief at hearing the beating of the second.

She pulled back, taking the earpieces out of her ears turning to look at the two other people in the room, "They're both working," she told them and Rose let out the breath she hadn't known she'd been holding.

Jackie however, frowned in confusion, "What do you mean both?" she asked looking from Sophie to her daughter and back again.

"Well, he's got two hearts," Rose informed her.

"Oh, don't be stupid."

Sophie looked back at the Doctor, "He does," she insisted.

Jackie stared at them for a moment longer, before realizing that they were completely serious and she couldn't help herself a she asked, "Anything else he's got two of?"

Sophie blinked a little confused the answer seeming obvious to her, he had two arms, legs, feet and hands after all… a quiet amused sound came from Rose and the innuendo behind Jackie's question clicked for her and she flushed embarrassed and looked away from the older woman, shifting a little uncomfortably.

Rose's amused smile was short lived, and she sighed lowly as she turned for the door, unable to stay in the room any longer, "Leave him alone," she told her mum as she walked out of the open bedroom door.

Jackie lingered a moment longer as she stared at the petite brunette that had managed to worm a place into her heart beside her daughter despite only having met her a few times in person, taking in the younger woman's body language and downcast expression, making her feel a touch of regret for giving into the impulse to joke… but really, she hadn't realized… she let out a low breath, before she turned and left the room following the sounds of movement coming from the kitchen.

In the room Sophie turned her eyes back to the Doctor, her hands still holding the 'borrowed' stethoscope as she stood uselessly in the room, unsure what to do with herself in that moment. Her eyes drifted to the Doctor's mouth as his lips parted and golden regeneration energy escaped past his lips again floating about the room, doing some lazy arches, before it drifted out of the open window.

She hesitated, unmoving for a moment longer. Her hands twisting around the stethoscope, before she let out another low sighing breath as she fought to keep the rising tide of her anxiety at bay… it was so odd to see him so still. The Doctor was always full of energy even when he was standing in place. There was a hand twitching, or an arm moving… or he was grinning… laughing or…any number of things, but never completely still. She set the stethoscope down on the nightstand, before she turned for the door, hoping that maybe Jackie would have something for her to do… something that could keep her even just a little distracted.

She'd barely moved a step, before she froze in place as she felt a soft… almost distant brush of the Doctor's familiar mind against hers… asking her for something. She slowly turned back to where the Doctor was lying, not having moved at all. She stared at him quietly unsure if she'd really felt his mind reaching out. She inhaled sharply as she felt the brush again, the distant feel of it worrying her further, but this time she felt a wordless urge accompanying the brush.

"Did-Did you want me to stay?" she asked, voicing her question, the distant feel of his mind making her wonder if he'd hear her if she tried to project a thought to him. The distant weak brush came again and she stepped towards the bed, "Ok," she agreed and settled herself on the edge of the bed looking down at him, "I'll stay."

 ***O*O*O***

Sophie glanced over towards the open door of the bedroom as she heard soft footsteps coming closer, her gaze landing on Rose as the blond appeared in the doorway, before she stepped into the room.

"So, Harriet Jones is on the telly," Rose said attempting to keep her tone light, "Mum says she Prime Minister now and is eighteen quid a week better off for it,"

Sophie smiled a little, "So, Britain's Golden Age has started," she turned her gaze down to the still motionless Doctor, "He did say she'd get elected."

"Yeah, the _Doctor_ did," Rose muttered eyeing the man on the bed dubiously once again, her hands clenching at her sides as her stomach churned once again.

Sophie blinked and turned her gaze back to the blond, the way she'd said 'Doctor' reminding her of the trouble that Rose had been having accepting what had happened. "Rose," she began but the blond cut her off a little tersely.

"Mickey suggested we go out do a bit of Christmas shopping," she said, bringing up the real reason she'd made the trip down to the room, "Thought you'd like to come."

Sophie shook her head and turned her gaze back to the Doctor, "No… I'll stay here." It wasn't like she had any money and he'd asked her to stay.

Rose stared for a moment before she nodded reluctantly, she hadn't really been expecting a different answer… not really… she turned to head for the door again, before she hesitated and turned back, "How can you be so sure?"

Sophie lifted her eyes to the blond her expression slightly quizzical, "How can I be so sure of what?"

Rose gestured at the man on the bed, "That that's really him…"

Sophie shrugged and looked at the Doctor again, "Because he's the same."

Rose crossed her arms, "He looks nothing like…"

Sophie shook her head and turned her gaze back to the blond and then gestured to her head, "Up here. He feels the same."

Rose glanced at the man lying in the bed again her eyes slightly narrowed, before focusing her eyes back on the curly haired brunette, "Did he feel the same when he sent us crash landing to the Earth?" she asked.

Sophie breathed out a low breath, a flicker of irritation stirring, "Rose," she began, fighting to keep her voice calm and even, not wanting to give into the urge to snap at the blond, "You were there. Something went wrong with the regen…"

Rose shook her head cutting her off, "I don't…" she sucked in a breath eyes pained, guilt still making her feel queasy, "How can he still be the same Doctor…" she questioned, her hands clenched over her arms, "The Doctor wouldn't have,"

"Rose," Sophie cut her off this time, her voice strained, her gloved hands clenched together on her lap, "…Go Christmas shopping with Mickey," she said, her voice softening towards the end as she met the blonde's gaze once more.

Rose stared at her for a moment, her lips pursing as she searched the brunette's face, before she nodded. Her gaze going to the man in the bed again briefly before she turned and walked back out the door.

Sophie let out another slow breath, slowly unclenching her hands watching them tremble for a moment before she reached up with one to rub a hand down her face. She focused on her breathing for a long moment, just concentrating on the slow in and out rhythm as she sought a sense of calm again. She turned her gaze to the Doctor once more, gazing at him with concern, only mildly successfully in reaching calm, but at least the irritation that had flared had simmered down again, mixing with her concern for the Doctor.

"Well… that could have gone better," she mused quietly as the sound of the front door closing forcefully echoed back through the flat and she sighed heavily again. She was trying, she really was, to understand why the blond was finding this so difficult.

She knew that it was a difficult concept to wrap your head around, but she'd believed him before he'd shown her pictures of his previous faces. She'd believed without any tangible proof. And yet Rose had seen it happened right in front of her, they both had, but even after the Doctor had proved that he was the same man… with the same memories…

She reached up and tangled her fingers into the ends of her hair tugging on the strands… she just didn't get it.

 ***O*O*O***

Jackie sighed out a long-suffering breath, it was awful of her, but she couldn't help but feel a bit grateful that her daughter had left the flat to do some shopping. She could only hope that the girl came back in a better disposition. She'd barely been able to speak to her without setting off a snappy ill-tempered retort.

It really hadn't been what she'd pictured when she'd heard the strange wheeze sound of the Doctor's ship, her heart softening a little more towards the strange alien that had had the good sense to send her daughter back to her when things had gotten too dangerous… her Rose was still alive after all and now home for Christmas! She'd been over the moon… but the Doctor had changed his face… somehow – Rose refused to tell her anything more than 'she didn't know' – and her daughter was almost as upset as she'd been the last she was here and the curly haired brunette was solemn…

She stood in her living room eyeing the door Rose had almost stalked out of for a moment longer, before she turned and headed out of the living room, moving down the hallway towards the bedroom where she knew Sophie was still sitting with the Doctor. Her steps were quiet over the carpet as she approached the doorway. She hesitated however as she caught sight of the brunette sitting perched on the edge of the bed her face adverted from the doorway… and Jackie watched for a moment as the young woman slowly reached out her fingers brushing over the Doctor mussed hair, brushing strands away from his forehead, before she lowered her hand again.

"I really hate goodbyes ya know… so please get better…" Jackie heard her mumble, her quiet voice strained with emotion, before she turned and headed back the way she came, her steps still quiet as she hurried off feeling like she'd intruded…

 ***O*O*O***

Sophie settled her hand back on her lap as she continued to sit by the Doctor, "I don't care if it takes a bit… just as long as you wake up again, you…" Sophie broke off as she felt her throat constrict around the already painful lump in her throat and a hand came up to tangle in the ends of her hair again, "Just get better," she mumbled, her shoulders slumping dejectedly… the room deafeningly quiet as the Doctor showed no indication that he was even aware that she was still here let alone talking to him. The distant feel of his mind having retreated after she'd sat herself down on the edge of the bed he'd been tucked into.

She blinked and looked towards the door as she heard a noise and steps her gaze landing on Jackie as she bustled into the room, carrying a chair, "Here. Thought you'd be a bit more comfortable in a chair then perched like that," Jackie spoke as she placed the chair down by the bed, dusting her hands off before she turned and marched out again with the air of someone who was on a mission.

Sophie blinked after her for a moment, before she stood with a light grimace a small uncomfortable crick in her neck from the angle she'd been holding her head.

She stretched a moment, arms coming up over her head and her tense muscles loosened slightly, before she plopped herself down in the chair heavily, blinking some more as she realized that yes… the chair was definitely a lot more comfortable than the small space she'd been perching.

A couple of moments later the quiet was broken again as Jackie bustled in once again a steaming cup of tea in hand.

Sophie blinked at the mug, the scent of the tea filling her nose and her stomach clenched at the very idea, "No thanks, Jackie… I'm more of a coffee person to be honest."

Jackie gave her a no-nonsense look, "Don't be silly. Coffee makes you tense – you need tea it's soothing," she responded still holding the mug out to the brunette.

Sophie eyed the mug for a moment longer, before lifting her eyes to Jackie's and slowly she reached up and took the hot mug into her hands, "Thanks," she mumbled and Jackie nodded watching almost eagle eyed until Sophie took her first sip before she turned and marched out of the room again.

Sophie blinked after her a moment longer, before she took another sip of the hot tea. She lowered it to rest on her lap, her gaze going back to the Doctor… only for Jackie to march back in her expression as determined as before, hands laden down with another cup of tea.

"Right you finish that and then go take a break," Sophie opened her mouth only for Jackie to pin her with a look that had her closing it again, "I'll watch him… you need a break," the older woman insisted.

Sophie reluctantly nodded and took another sip of tea… slowly working her way through the hot drink… her stomach actually starting to settle…

"I don't want you back in here for at least 15 minutes," Jackie said sternly after Sophie had finished her tea.

The brunette sighed lowly as she got up, but didn't argue… as she trudged towards the door, hesitating in the doorway as she glanced back towards the Doctor.

"I'll let you know if anything changes," Jackie promised as she settled herself into the chair and Sophie reluctantly nodded again as she slowly turned and left the room.

Jackie shifted her gaze to the Doctor a frown darkening her brow as she stared at the unfamiliar man that the Doctor had become, eyes narrowing slightly, "I still don't like you… but if – _if_ – you are the Doctor… thank you, for sending them back… and I shall deny it to my dying day that I ever said that," Jackie muttered as she leaned back in the chair and took a sip of her tea.

 ***O*O*O***

Sophie was arms deep in soapy water as she scrubbed at a plate with more vigour than was probably strictly necessary. She was almost one hundred percent certain that this hadn't been what Jackie had meant when she'd said take a break… but she couldn't sit still… now that she'd been all but kicked from the room, she couldn't contain the nervous, anxious energy and so she went to her default… she tidied as the minutes slowly ticked by.

There weren't that many dishes that needed to be washed so the brunette soon found herself shifting around the living room, just aimlessly tidying… doing her best to avoid anything that looked like it was something she shouldn't touch… like the letters that were scattered messily over the mantle… she straightened the cushions… eyes darting to the clock and then away again… when had fifteen minutes become such a long time?

She tugged at the ends of her hair as she glanced about the living room looking for anything else that looked like it could use a little bit of a tidy. Her eyes landing on a bit of rubbish that had been carelessly left on the floor. She moved for it, sighing out a breath as she picked it up and moved for the kitchen once again where she knew a bin was… a bin that needed emptying… now that she thought about it…

 ***O*O*O***

Jackie resisted the urge to huff as she poked her head into the kitchen to see that her few dishes had been done… just as her living room had been put into order. She wasn't sure if she should be more exasperated or amused… or perhaps both… she'd sent the girl out of the room for a break not to clean!

She stepped into the kitchen to deposit her dirty mug on the sink, before she blinked as she realized she'd forgotten to do something rather important…

 ***O*O*O***

Sophie glanced up to the door again as Jackie walked back a letter in hand. "This came for you a little while ago."

The brunette stared at it in confusion, "For me?" she muttered with a puzzled frown… she hadn't given anyone this address to send her anything to… but then maybe Jackie had… but then why would she have needed to…?

She took the letter eyebrow quirking at the official stamp that was just above her name and the address.

"I figured it was your new ID," Jackie said as Sophie began to open it.

"But I haven't even…" Sophie trailed as she pulled out the letter, giving the standard letter a once over, before her gaze fell to the card that was attached to the end… an ID with a picture of her… but she definitely hadn't done this yet… there hadn't been time…

Jackie stared confused herself at the brunette reaction, "What's wrong with it?"

Sophie folded the letter up and tucked it back inside the envelope card still attached and shot her a strained smile, "Nothing, I just forgot that we'd… that well… I just forgot… thanks Jackie…"

Jackie eyed her for a moment longer, before she nodded, "Your welcome," she muttered, before she turned and left the room once again therefore missing the puzzled look Sophie was giving the letter.

She set it down on the nightstand, before she slumped back in the chair, mind racing because she hadn't done that yet… so it had to be something she was going to do… but then how was it here already… Sophie shook her head before she huffed out a breath. She'd figure it out latter… once the Doctor had woken up… he'd know... and he'd probably give her one of those looks of his… the one that told her he thought it should be obvious to anybody…

Down the other end of the flat the doorbell rang…

 ***O*O*O***

Rose walked with Mickey unable to help but brood as silence fell between them. Her mind still on the bedroom in the flat where Sophie was sitting by the Doctor. Her mind replaying their last conversation… her guilt making her hands clench again.

"So, what do you need?" Mickey broke the silence, speaking over the brass band dressed in Santa robes as they play Christmas songs in the street, "Twenty quid?" he suggested as Rose rested her gaze on him again.

"Do you mind? I'll pay you back," she offered.

Mickey shrugged, "Call it a Christmas present."

Rose shook her head, "God, I'm all out of synch," she muttered, it didn't feel like Christmas to her, "You just forget about Christmas and things in the Tardis. they don't exist. You get sort of timeless," she explained.

"Oh yeah. That's fascinating, because I love hearing stories about the Tardis," Mickey muttered with sarcasm, "Oh, go on Rose, tell us another one because I swear I could listen to it all day. Tardis this, Tardis that…"

Rose frowned at him, irritation flaring, "Shut up," she grumped at him looking away from him again… it wasn't her fault that that was what she had to talk about. It's what she'd been doing… what she, Sophie and the Doctor had been doing travelling in the Tardis… and now… she swallowed thickly, eyes pricking hotly, threatening tears once again. Everything had changed in a moment… and he wasn't… he couldn't… God… how could he still be the Doctor… she bit down on her lower lip.

"Oh, and one time the Tardis landed in a big yellow garden full of balloons." Mickey continued sarcastically unable to help himself in his own irritation. Every time he saw her it was always about the Tardis, about the Doctor, about Sophie… she was never just there with him. Not anymore… not sink the mannequins had come alive.

"I'm not like that!" Rose denied hotly frowning at him as she gritted her teeth.

"Oh, you so are," Mickey rebutted giving Rose a look that just dared her to try and deny it again.

Rose stared at him for a moment, before she breathed out a low breath and offered him a sad attempt at a small smile, "Mmmm, must drive you mad. I'm surprised you don't give up on me," she muttered, eyeing him curiously now.

"Oh, that's the thing, isn't it?" Mickey responded offering her a smile, "You can rely on me. I don't go changing my face,"

Rose smiled again, this time the action coming easier. "Yeah," she agreed, she could rely on Mickey to always be Mickey. He'd just always be… him, no sudden surprises, no face changes… no… no… Rose's thought stuttered as another thought hit her one that had her heart freezing in her chest uncomfortably, "What if he's dying? What if he's dying and I just left… I just left Sophie on her own…"

Mickey blinked at her, "You didn't just leave her on her own. You asked her to come, remember?"

"But I knew, before I asked I knew she'd say no… and I… she kicked me out…"

Mickey frowned confused, "What?"

"She kicked me out because I was… I was asking questions I already know the answers too…" Rose trailed off and she did know… she just didn't… she still didn't… her hands clenched as she kept walking… each step further and further away from the flat… away from Sophie and the man the Doctor had become…

She shouldn't have left… she should have… should have sat down next to Sophie… and offered her a shoulder this time… but being in that room was so hard when he looked nothing like the Doctor… and it was her fault… it was…

Rose came to a stop as she realized that Mickey had stopped walking… she turned to him to see him looking at her with something akin to disappointment and she cringed a little, realizing that she'd been going on about the Doctor and Sophie still… "Sorry," she muttered and Mickey stepped towards her.

"Look," he said taking her hands, "I'll give you a bit more than twenty quid for Christmas and you can get Sophie something to, and you can make up with her… or whatever it is you feel you need to do when we get back, but please, just for now. Just for a bit, can you just let it be Christmas. Sophie has a phone she'll call if something happens. So, can you do that? Just you and me and Christmas. No… no Doctor, no bog-monsters… no life or death."

Rose swallowed again but nodded, "Ok," she agreed.

"Promise?"

Rose smiled, "Yes!"

Mickey grinned, "Right!" he said and they began walking once again, "What're you going to get for your mum and Sophie?" Rose glanced off pensively as she began considering what she could get… her gaze catching on the brass band once again and she found her gaze lingering… something about them… were they following them…

"I'm around there all the time now, you know," Mickey continued to chat eager to fill her in on his life whilst he had her to himself, promise and all. "She does my dinner on a Sunday, talks about you all afternoon, yap, yap, yap, yap, yap…"

Rose glanced at the brass band again, frowning again… they were… they were following them… the band stopped playing… and then blue flames shot out of the ends of the bands instruments and pandemonium ensued as the Christmas crowds in the market place panicked…

"It's us! They're after us!" Rose cried as she and Mickey fled for cover…

 ***O*O*O***

"Mm – earlier you asked a question and I didn't answer…" Sophie spoke mainly to fill the silence as she sat in the chair watching over the Doctor, "I mean, I tried but…" she took a breath, "Well, um… you already know about the big hair… so, uh you've got brown eyes, um, smaller nose – narrower…" Sophie searched for words that fit his new features.

"Uh… your forehead it's um… it's different… well _of course_ it is…" she slumped and let out a small chuckle and tugged at the ends of her hair again, "Not doing very well, am I?" she asked him and got silence…

She stared at him for another moment wondering if she should even bother continuing in her rather pitiful attempt at explaining his features to him… had he even meant a description when he'd asked… he'd asked what she'd thought… she straightened again, a slight flush to her cheeks as she realized her mistake, but soldiered on to fill the silence.

"Your eyebrows… they have bit more of an angle to them… character I suppose some would say. It's good though… and there's the sideburns of course. They are sideburns not bad skin… unless were you making a joke about that… you were probably joking…" Oh and she was rambling. Rambling into the silence, broken only by her voice and the sound of Jackie who'd answered the phone not too long ago and hadn't stopped talking since.

 ***O*O*O***

"They're after the Doctor," Rose said as she pulled out her phone as the Taxi they'd managed to jump into drove through the streets away from the panicked market place.

"I can't even go shopping with you! We get attacked by a brass band. Who're you phoning?" Mickey asked a bit sceptically as he watched her bring her phone to her ear.

"My mum," Rose responded.

 ***O*O*O***

"Oh, and you're a bit taller…" she trailed her eyes drifting to the side as she tried to remember, "I think…" she sighed and trailed off as Jackie came in still talking into the phone and the brunette scrambled slightly to grab the fresh mug of tea that the woman pressed into her hands, before she walked out again.

Sophie blinked down at the steaming mug, before she set the mug down on the nightstand by the stethoscope slightly bemused, "I think she's trying to drown me in tea now," she murmured and watched as the Doctor exhaled another stream of golden energy from his mouth and she watched it as it floated out the window.

 ***O*O*O***

"Get off the phone!" Rose growled as she got an engaged sound jerking the phone away from her ear.

"Who were those Santa things?" Mickey asked.

"I don't know! But think about it. They were after us. What's important about us? Well, nothing, except the one thing we've got tucked in bed. The Doctor…" she trailed and smacked herself in the forehead, "The Doctor… Sophie!" she cried, her fingers moving over the buttons again and breathed out a sigh of relief as instead of an engaged sound she got ringing… 'Pick up… pick up!" she urged.

 ***O*O*O***

Sophie practically jumped out of her skin as her phone suddenly started ringing and vibrating in her pocket. She shifted so that she could dig it out, her eyes landing on the name that was lighting up the screen.

She pressed a button on the holographic screen and brought it up to her ear. "Rose?" she frowned as the blond spoke quickly, "Wait, what…?" she blinked confusion deepening as the blond spoke again, "What do you mean killer Santa's in the market place?!" she asked her eyes going to the Doctor who was laying just as still as ever… "No, he's still out of it…" she listened again and nodded in agreement, before remembering that the blond couldn't see her. "Right…" she muttered and hung up, hand coming up to tug at the ends of her hair, before she hurried over to the open window and slammed it shut.

"Right… killer Santa's with flame thrower instruments…" she glanced at the Doctor again, "…Bugger…" she muttered lowly as she glanced about the room, searching for anything that could be used in defence. Her gaze landed on the chair and she huffed… it'd be just typical that that was probably the best thing in the room to hit something with… though she didn't think it'd do much against flame wielding Santa's…

 ***O*O*O***

Sophie was looking out the window of the bedroom, peering down at the view it offered. Her gaze anxious as she watched for any sign of the 'killer Santa's' that Rose had been going on about, when the sound of the front door bursting open reached her and she turned moving towards the door with a last concerned look at the Doctor's unmoving form.

She stepped out into the hall and moved swiftly towards the muffled sound of voices that grew clearer the closer she got.

"What was that about killer Santa's?" Sophie asked the blond the moment she caught sight of the frazzled blond as she stood with Mickey and her mum.

"Exactly that!" Rose exclaimed and Jackie looked at them in confusion. Rose was about to say something else when she caught sight of a Christmas tree… "Mum. Where'd you get that tree?" the blonde's question had Sophie glancing over at it and she stilled, when she'd last been out in the living room it had been white… now, now it was green…

"That's a new tree. Where'd you get it?" Rose asked again.

Jackie shrugged, "I thought it was you."

Rose gave her an incredulous look, "How can it be me?"

"Well, you went shopping. There was a ring at the door, and there it was!" Jackie insisted.

Rose shook her head, "No, it wasn't me."

"Oh…" Sophie breathed out as she eyed the innocuous looking tree her muscles tensing as an idea started to form… one that once upon a time she would have thought impossible… but well, that was a long time ago.

"Then who was it?" Jackie asked more confused than before.

"Bugger it all," Sophie finished as the Christmas tree suddenly lit up and Jingle Bells started to play.

"Oh, you're kidding me!" Rose groaned as she stepped in front of her mother as sections of the tree started to rotate threateningly, creating a strong draught.

And the four watched, wide-eyed as it chopped its way effortlessly through the coffee table.

"Go, go, go!" Mickey shouted as he snapped up a chair for defence, "Get out!"

"Mickey, it chopped through the table!" Sophie shouted even as she moved with Rose the two of them heading for the direction of the room the Doctor was laying defencelessly in.

Jackie noticing that her daughter and Sophie hadn't moved for the front door like she had, turned to them anxiously, "What're you doing?!" she shouted after them.

"Helping the Doctor!" Sophie replied, her voice overlapping with Rose as the blond spoke almost as the same moment.

"We can't just leave him!"

The words making Sophie glance over at Rose, hoping that just maybe that the blond was perhaps starting to come around to the idea that he was still the Doctor. Their eyes met briefly, but it was only for a brief moment as they continued to run.

"Mickey!" Jackie shouted as she reluctantly moved away from the front door to follow after the two younger women as the rotating tree shredded the legs of the chair, "Leave it! Get out! Get out!" she begged.

Her words making Rose and Sophie pause and turn back to look at him. "Mickey!" Rose shouted desperately.

"Micky come on!" Sophie urged.

"Get out of there!' Jackie shouted and Mickey finally abandoned the chair as he moved to flee after the others swiftly catching Jackie up.

"I thought you said it was killer Santa's?!" Sophie shouted over her shoulder at Rose as she ran into the bedroom.

"It was! There were!" Rose insisted as she bolted through the door, "There weren't any signs of killer Christmas trees in the market place!"

"No, leave him. Just leave him!" Jackie insisted as she hovered in the hallway fretfully staring at them helplessly, wanting nothing more than to drag the two of them out the front door kicking and screaming if need be.

Mickey who'd raced into the room himself gave her a firm look, "Get in here!" he demanded and Jackie hastily compiled as the sound of Christmas tree grew closer and slammed the door shut behind her.

"The wardrobe, quick!" Sophie cried as she hurried towards it, Jackie and Mickey moving to help her. The three of them dragging the wardrobe across the door.

"Doctor, wake up!" Rose shouted urgently as she leaned over him, only to get nothing from him much to her frustration and fear. She glanced about and ran over to the Doctor's jacket pulling out the sonic screwdriver, before rushing back over to him placing it into his hand as the Christmas tree smashed through the barricaded door almost as easily as it had the coffee table.

"I'm going to get killed by a Christmas tree!" Jackie cried horrified as she fell back from the door, and Rose watched helplessly as the tree advanced on her mother, heart pounding against her ribcage, feeling frozen in the horrifying moment.

Sophie watched equally horrified as the quickly rotating tree got closer and closer… Jackie let out a terrified sound…

' _DOCTOR!'_

The thought tore from her unbidden, and it was with shock and surprise that she felt the Doctor's consciousness rushing up to meet hers no longer distant but a bit wild and chaotic… unbeknownst to her; the sudden rushing, wild pressure of it wearing the already beginning to weaken shields around her mind down a bit further…

She turned her head to see the Doctor sitting up, sonic aimed at the Christmas tree that's intent was murder…


	3. Chapter 2 The Christmas Invasion P2

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** Huge thank you to everyone who followed/favourited and reviewed last chapter. And of course, to **Saberbladeprime** for reading over a few scenes for me. I hope you all enjoy this conclusion to the first Christmas Special.

 **CHAPTER 2**

 **The Christmas Invasion**

 **Part 2**

The tip of the sonic flashed and the tree exploded. The Doctor lowered his arm. "Remote control," he muttered as he threw the blankets off his legs and got to his feet, stumbling only slightly. "But who's controlling it?" he questioned as he grabbed up a dressing gown and practically swept from the room, shrugging it on as he walked. Sophie, Rose, Jackie and Mickey following him all the way out of the flat.

They looked down to see three Santa's gazing up in their general direction, one clasping a radio controller.

"That's them!" Mickey declared, "What are they?"

"Shush!" Rose hushed him tersely, not wanting to provoke the Santa's into attacking them with fire once again.

Sophie stared at them, "They're kinda creepy," she muttered quietly and Rose nodded her agreement. Mickey rolled his eyes, shooting Rose a slightly annoyed look for not sushing the brunette like she had him.

The Doctor raised his sonic once again, aiming it at the Santa's, only for the three Santa's to back away a bit, before they vanished with a flash.

"They've just gone. What kind of rubbish were they?" Mickey scoffed, "I mean, no offence, but they're not much cop if a sonic screwdriver's going to scare them off."

"Don't knock the sonic screwdriver," Sophie told him, "It's saved our lives more than once," she stated seriously even as she eyed the Doctor with concern. He'd seemed to go from zero to sixty in a moment and his mind still felt rather wild as it continued to brush rather forcefully against her own.

"Pilot Fish," the Doctor muttered. A flicker of pain moving across his face and Sophie shifted a little closer in concern.

A flicker of pain shifting across her own face as the Doctor's mind continued to press against hers… the feeling… the pressure of it becoming a bit uncomfortable the longer it was pressing against her shields.

"What?" Rose asked.

"They were just Pilot Fish," The Doctor replied, before he coughed and was thrown back, colliding with the wall.

"Doctor!" Sophie cried alarmed as they hurried over to him.

"What's wrong?" Rose asked.

The Doctor grimaced panting heavily as he stared at them, "You woke me up too soon," he said pained his gaze flicking to Sophie, "I'm still regenerating. I'm bursting with energy," he grimaced in pain again as more regeneration energy escaped from his mouth, "You see? The Pilot Fish could smell it a million miles away. So, they eliminate the defence, that's you lot, and they carry me off. They could run their batteries on me for a couple of years, ow!" he groaned as he lurched forward, hunching as hands came up to help support him.

"Oh! Oh! Oh!" Jackie fretted as she helped support him alongside Sophie, the brunette having taken a short step back as his body had lurched against them.

"My head!" the Doctor groaned through gritted teeth, "I'm having a neuron implosion. I need…" he trailed off a pained sound escaping him.

"What do you need?" Jackie urged.

"I need…"

"Say it. Tell me, tell me…"

"I need…" the Doctor tried again.

"Painkillers?" Jackie suggested.

"I need…" he panted, leaning a bit heavier against Sophie as he hunched again, pain shooting through his head. Sophie grimaced unseen as she began pressing back against the onslaught of the Doctor's flailing wild mind.

"Do you need aspirin?" Jackie suggested, trying to be helpful.

"I…"

"Codeine?" Jackie interrupted fretfully, "Paracetamol? Oh, I don't know… Pepto-Bismol?"

"I need…"

"Liquid paraffin. Vitamin C? Vitamin D? Vitamin E?" Jackie rattled off.

"I need…" the Doctor tried again only for Jackie to interrupt his attempt to focus his spiralling mind once again.

"Is it food? Something simple. Bowl of soup. A nice bowl of soup? Soup and a sandwich? Soup and a little ham sandwich?"

The Doctor focused an irritated look on the woman, "I need you to shut up!" he snapped.

Jackie gave him an irritated look of her own as she shifted back from him in annoyance, "Oh, he hasn't changed that much, has he?" she grumped.

"He's still the Doctor," Sophie muttered in response almost automatically as she attempted to focus on breathing and keeping the Doctor's mind buffered from hers.

The Doctor lurched forward again, before leaning back a bit, choosing to rest his back against the wall, "We haven't got much time," he warned them. His mind jumping tracks again, unable to focus. "If there's pilot fish, then…" he reached into his pocket and blinked as his hand closed around something unexpected. His mind losing its train of thought once again as he pulled the round object out and he stared at it. "Why is there an apple in my dressing gown?" he asked confused.

"It's not actually your dressing gown," Sophie reminded him earning a brief confused look as the Doctor momentarily pondered why he was wearing another person's dressing gown.

Jackie shrugged, "Oh, that's Howard. Sorry."

The Doctor looked at the older blond once again, still confused, "He keeps apples in his dressing gown?"

Jackie shrugged again, this time a little defensively, "He gets hungry."

The Doctor blinked a little incredulously, "What, he gets hungry in his sleep?"

"Sometimes," Jackie replied.

"Argh!" The Doctor cried out in pain and began to collapse to the floor only to fall against Sophie his hands grasping her arms tightly, "…brain collapsing…" he panted out, "The Pilot Fish mean…" he struggled to keep from passing out... "That something… something… something is coming…" he managed before he slumped passing out.

 ***O*O*O***

Sophie moved the stethoscope over the Doctor's chest, biting her lower lip harshly as one side came up quiet, whilst the other beat a bit erratically compared to before. She glanced over at Rose who was staring at her and shook her head. "He's worse," she murmured quietly, her hands tight around the stethoscope before she deposited it back on the nightstand.

Jackie walked in with a small bowl filled with cool water and a cloth, "Here," she said as she handed it to Sophie.

The curly haired brunette nodded. "Thanks," and turned back to the Doctor who was sweaty, burning up and yet shivering like he was cold. Jackie stepped out again, moving back into the kitchen, rather concerned for the Doctor, despite herself.

Rose watched anxiously as she watched Sophie carefully ringing out the cloth before she started mopping at his brow. "How much worse?" she asked glancing briefly out the doorway to see Mickey walking past his laptop in hand. Their eyes meeting very briefly, before she was turning back to the brunette.

Sophie set the damp cloth back into the bowl Jackie had provided. "His minds gone quiet again," she murmured, her mouth feeling thick and her tongue uncooperative.

"Again?" Rose questioned dubiously, her guilt over what was happening to the Doctor increasing as she stared at him... his discomfort obvious even as he lay still.

"Yeah," Sophie muttered, but didn't elaborate on it further, "And there's only one heart beating now," she glanced back to where Rose had been standing, only to see that the blond had turned and fled the room.

Sophie tugged at the ends of her hair and sighed out a breath as she turned her gaze back to the Doctor torn between staying with him and going after Rose. She hovered for a moment staring at the open doorway of the bedroom, before the sound of muffled voices reached her one of them unmistakably Rose's and she turned away from the door, sinking herself down into the chair that was still by the bed. Rose had her mum and Mickey, she didn't need her… maybe didn't even want her around, considering how fast she'd fled from the room – without a word.

Her gaze fell to the Doctor again… or it wasn't her the blond didn't want to be around. She tugged at her hair again, before she slumped forward in the chair another sigh escaping her, a dull throb at her temples.

Her gaze moved to his brow seeing the sweat gathered there again. She reached down for the cloth, ringing it out with one hand and moved closer again as she gingerly mopped at his brow again, eyes beginning to prick hotly.

"I'm sorry," she murmured, "I didn't mean to wake you too early…"

 ***O*O*O***

"Jackie, I'm using the phoneline. Is that alright?" Mickey asked as he set up his laptop.

Jackie whom was holding two cups of tea nodded as she set one down by his elbow, "Yeah. Keep a count of it. It's midnight. Christmas day," she turned as Rose walked over to them, her expression troubled and her arms crossed protectively, "Any change?"

Rose shook her head. "He's worse," she repeated what Sophie had told her, leaving out the part about the Doctor's mind… she didn't fancy trying to explain that to her mother. "Just one beating heart," she murmured hollowly as she sat herself down on the arm of the chair. She glanced away from the probing eyes of her mother, guilt still churning as despite having left the room, she could still see the Doctor on the bed… she swallowed thickly, "Sophie's with him," she muttered hoping that her mum would stop looking at her…

Jackie continued to eye her daughter with concern, her gaze briefly moving towards the general direction of the room Sophie and the Doctor where in, concerned for the brunette who was sitting alone.

"The Scientists in charge of Britain's mission to Mars have re-established contact with the Guinevere One Space Probe."

The voice of a reporter had their attention diverted to the screen.

"They're expecting the first transmission from the planet's surface in the next few minutes."

"Yes, we are," Llewellyn responded to the reporter, "We're, we're back on schedule. We've received the signal from the Guinevere One. The Mars landing would seem to be an unqualified success."

"But is it true that you completely lost contact earlier tonight?" Another reporter asked.

"What's this?" a soft voice asked from behind them that had Rose and Jackie looking behind briefly.

Rose frowned lightly at the sight of the curly haired brunette, tensing as her stomach plummeted, "The Doct…"

"Oh no," Sophie cut her off as she moved to come stand beside where the blond was still sitting on the arm of the chair, "No change… I just needed a coffee," and Rose breathed out a low breath of relief slumping slightly.

Jackie frowned, "It's after midnight," she tutted.

Sophie glanced over at her, "I don't want to fall asleep… not now," she glanced back the way she'd come.

Jackie eyed her for a moment longer, before nodding reluctantly and getting up to head for the kitchen.

Rose leaned against the brunette, just slightly. It was all she could bring herself to offer… any words she thought to say chocked off by her guilt… by her lingering doubt. And a small part of her tension melted as Sophie leaned back ever so slightly accepting what the she had been able to offer and her eyes pricked hotly… tears welling that she forcefully blinked back as the broadcast continued as Llewellyn answered the question that had been put to him.

"Yes, we had a bit of a scare. Guinevere seemed to fall off the scope, but it… it was just a blip. Only disappeared for a few seconds."

The faint sound of the kettle boiling came from the kitchen and a cupboard opening and closing and Mickey typing away as he focused on what he was doing.

"She is fine now, absolutely fine. We… We're getting the first pictures transmitted live any minute now. I'd better get back to it. Thanks."

"Here we go," Mickey spoke drawing their attention even as Jackie stepped back into the room a fresh mug in hand, one that Sophie gratefully accepted as Mickey continued, "Pilot Fish. Scavengers, like the Doctor said. Harmless."

Sophie frowned lightly, "But who are they scavenging for? Themselves or…"

"Well that's just the point isn't it," Mickey cut her off with a nod, "The little Fish swim alongside the big fish."

"Do you mean like sharks?" Rose asked.

Mickey nodded again, "Great big sharks. So, what the Doctor means is, we had them… now we get that."

They watched as the animation of a shark snapped at them viciously from the screen.

"And they'll be what's coming," Sophie muttered, her hands tightening around her coffee mug, before she took a sip.

Rose nodded her agreement. "How close?" Rose asked Mickey.

"There's no way of telling," he admitted, "But the Pilot Fish don't swim far from their daddy."

"So, it's close?" Rose muttered her question.

"Probably very," Sophie replied, before she turned her gaze to Rose, "Let me know if you guys find out anything else?"

Rose nodded her agreement and Sophie had just turned away to head back to where she'd left the Doctor coffee still clutched in hand, when Jackie spoke drawing her up short.

"Funny sort of rocks."

She turned back around and shifted back to look at the TV once again to see what Jackie was talking about.

"The first photographs." The newsreader announced.

Rose crossed her arms again, "That's not rocks," she told her mum as they squinted at the blurry out of focus image on the telly.

"This image is being transmitted via mission control, coming live from the depths of space on Christmas morning."

The image distorted and then became clear to reveal a red-eyed ugly alien with a head like a goat's skull as it growled and gurgled at them.

"Definitely not rocks," Sophie muttered as the image disappeared to go back to the newsreader.

"The face of an alien life form was transmitted live tonight on BBC1."

 ***O*O*O***

"Rose, Sophie." Mickey called drawing the two's attention back to him, "Take a look," and they moved back over to him and his laptop. "I've got access to the military. They're tracking a spaceship. It's big, it's fast, and it's coming this way."

"Coming for what, though?" Rose questioned.

"The Doctor," Sophie responded.

Mickey glanced over at them, "Maybe, it's coming for all of us," he offered as a suggestion and Sophie gave a short nod of acknowledgement and agreement. As the Doctor had said before he'd passed out… they'd take them out to get to him… collateral damage…

Mickey moved his fingers over the keyboard and clicked the mouse a few times and managed to get a clear image of four of the aliens as the gurgled and snarled at each other.

"Have you seen them before?" Mickey asked, not sure if he hoped that they had or hadn't come across them before.

Sophie and Rose both shook their heads, "No."

Rose frowned at the screen, "I don't understand what they're saying." She muttered and glanced over at Sophie questioningly.

Sophie having heard the silence and feeling the blondes gaze she turned her gaze from the screen to look at her and saw the question in her eyes. "Me either."

Rose looked away again and saw the questioning look Mickey was giving them. "The Tardis translates alien languages inside our heads, all the time, wherever we are," she explained.

"So, why isn't it doing it now?" Mickey asked with confusion.

"I don't know," Rose admitted, "Must be the Doctor. Like he's part of the circuit, and he's… he's broken."

Sophie brushed her arm against the blondes drawing her gaze, "He's just needs to recover," she said, hoping that she sounded more certain than she felt.

Rose stared at her dubiously, "Will he?" she questioned, before she glanced away again, focusing on the laptop again, her hands clenched at her sides.

 ***O*O*O***

Sophie moved back towards the bedroom the words of Newsreader on the telly following her.

"Despite claims of an alien hoax, it's been reported that NATO forces are on red alert."

Sophie frowned, "It's mauve," she muttered as she moved down the hallway approaching the doorway of the bedroom.

"Oh, come on, sweetheart," she heard Jackie murmuring, "What do you need? What is it you need? Tell me," Jackie urged the still unconscious Doctor.

Sophie stepped through the doorway, "Thanks Jackie."

Jackie turned towards her, "It wasn't a problem," she stood from the chair, "Anything else you need? Another drink perhaps? Tea this time mind you, not coffee," she stated.

Sophie shook her head, "No. I'm ok…" she trailed and Jackie nodded as she stepped past her and out the door. Sophie snatched up the stethoscope from the nightstand once again and listened to his chest once again, guilt settling in a bit deeper at hearing the still quiet side of his chest.

She set the medical instrument down again and sank down into the chair Jackie had vacated, stubbornly ignoring the somewhat tired itch behind her eyes as she by him once again, keeping him company. Wishing, like Jackie, that she knew what he needed… and hoping that this sleep that he'd fallen into… this coma, was doing something to help.

"Speaking strictly off the record," Sophie heard a different Newsreader saying as the sound of the telly reached the bedroom, "Government sources are calling this our longest night." And Sophie sighed out a breath as she couldn't help but agree with the Newsreader as she sat in silence just watching over the Doctor… unable to do anything to alleviate his quiet suffering. Nothing, except trying to keep him comfortable.

"Here you go, love," Jackie said as she came back into the room fresh damp cloth and bowl in hand and Sophie accepted it with a nod of thanks.

 ***O*O*O***

At the Unit Base Harriet Jones walked over to Major Blake as he sat in a chair. "I don't suppose we've had a code 9?" she asked hopefully drawing his attention, "No sign of the Doctor?"

"Nothing yet," the Major replied, before giving her a curious look, "You've met him, haven't you?" And Harriet nodded. "More like the stuff of legend." He murmured.

"He is at that," Harriet agreed with a small smile, "Failing him…" she met his gaze unwaveringly. "What about Torchwood?"

"I…" the Major hedged rather surprised.

"I know I'm not supposed to know about it, I realize that. Not even the United Nations knows," Harriet responded to his surprise, hoping to quiet his doubts. "But if ever there was a need for Torchwood, it's now."

"I can't take responsibility."

"I can," Harriet rebutted, "See to it. Get them ready." Blake gazed at her a moment longer before he nodded and rose from his chair walking away to do as he'd been commanded.

"Prime Minister…" Alex called as he came towards her at a quick clip.

Harriet turned to him. "Has it worked?"

Alex nodded. "Just about," he replied as he set his laptop down on a desk to show her, Llewellyn and Jacobs coming up to them to watch.

"People…" Alex began to translate, "That could be 'cattle'..." he told them. "You belong to us. To the Sycorax… they seem to be called 'Sycorax', not Martians…" he explained, before going back to translating once more. "We own you. We now possess your land, your minerals, your precious stones. You will surrender or they will die. Sycorax strong. Sycorax mighty. Sycorax rock… as in the modern sense, they rock," he concluded.

"They will die?" Llewellyn muttered, "Not you will die, they will die? Who's they?"

Alex shook his head. "I don't know, but it is the right personal pronoun. It's 'they'," he told them confidently.

"Send them a reply," Harriet commanded, "Tell them… this is a day of peace on planet Earth…" Alex nodded as he hastily took notes. "Tell them… we extend that peace to the Sycorax. And then tell them… this planet it armed and we do not surrender."

Sally Jacobs nodded as Alex finished noting down what Harriet had said, "Come on," she murmured and the three left Harriet alone.

 ***O*O*O***

Rose leaned against the doorframe of the bedroom watching as Sophie dabbed at the Doctor's brow again. The man on the bed still showing no signs of waking… she'd intended to go in… she had, but… she hadn't been able to get herself to step into the room. So instead she hovered, only getting a brief look from the brunette, before she'd gone back to dabbing.

She let out a low shaky breath and hearing soft steps coming towards her she turned from the door and moved towards the advancing Mickey the two coming to stand by each other.

"The Doctor wouldn't do this," Rose muttered lowly, her voice as shaky as the breath she'd expelled a moment ago. "The old Doctor, the proper Doctor, he'd wake up. He'd save us,"

Mickey gave her a look, "You really love him, don't you?"

Rose gave him an unimpressed look, before staring pointedly back towards the room where Sophie was now dropping the cloth back into the bowl.

Mickey followed her gaze staring himself for a moment, "Right," he agreed cautiously, "But that doesn't mean you can't…"

Rose shook her head, "I do… I thought I did… just not like that…" she swallowed thickly her head lowering as she bit her lip as she pondered how to put it. "He's family… they both are… I just… that man in there… he just doesn't… he's not… the _Doctor_ would wake up for _her_!" she stated with more confidence than any of her previous words. Her gaze going again to Sophie as the brunette settled herself back into the chair, before she turned into Mickey wrapping her arms around him, leaning into his arms as she felt tears well again. She hadn't meant for any of this to happen! She really hadn't! She'd just wanted to save him… not this… never this…

She just wanted the Doctor back!

 ***O*O*O***

Sophie made a soft sound as her mind drifted groggily as she slowly came awake, blinking her eyes blearily, taking in the blankets she was resting her head against… her gloved hand curled around a bare masculine one… she blinked at her intertwined hand for a moment, processing trying to remember what she'd been doing… why she wasn't in bed…

She jerked up, "Bugger!" she cursed lowly as she realized that at some point during the night she'd accidentally fallen asleep. Something slid down her shoulders and she blinked down at the arms of the chair to see that it had been a blanket that had fallen off her shoulders. She blinked down at the prone form of the Doctor, who hadn't seemed to have moved at all from what she remembered until the point where she must have fallen asleep.

"I need coffee," she muttered, her hand coming up to rub tiredly at her face, but first… she reached for the stethoscope wanting to check his hearts again, before she got herself a coffee.

She froze however as a commotion sounded from outside that had her frowning and getting up to go check. She met with Rose and Mickey on the way to the door and the three made their way outside of the flat.

"Sandra?" Rose called to a woman questioningly, making her turn to her.

"He won't listen. He's just walking. He won't stop walking!" Sandra explained fretfully, "There's this sort of light thing. Jason? Stop it right now! Please, Jason, just stop!" she cried.

Sophie, Rose and Mickey moved a little further onto the balcony they were standing on and looked down at the ground below to see a lot of people walking in the same state as Jason. The three shared a look before they moved to follow the flow of seemingly hypnotized people, all of them seeming to be heading up…

 ***O*O*O***

On another residential street, a woman chased after her children as they walked down the street. "Alan, come on, now stop this. It's not funny anymore!" she cried, "Come on, Alan, come back inside the house. Katherine… Katherine, listen to me…" she tried to stop them without success. "You come back inside right now. And you, Jonathan, you come back inside with mummy. You're scaring me now! Come on!" she turned to her husband again, "Alan, help me out here, please!"

All around her others were doing much the same as her as they tried unsuccessfully to get any kind of response from their loved ones.

 ***O*O*O***

Sophie, Rose and Mickey made it up to the roof hearing Sandra continuing to call to Jason as he along with many others trooped towards the edge. "Jason, I'm talking to you! Just stop!" she pleaded.

The three looked about anxiously as all the people in the hypnotized daze made it to the edge, lining themselves up with it… and then stopped… stilling completely… as if just waiting to jump.

Mickey swallowed and broke the silence. "What do we do?" he asked.

Sophie shook her head, "We wait, the Doc…"

"Yeah well, he's not!" Rose cut her off, "He can't save us. Not anymore," she muttered tersely her eyes pricking hotly once again with tears that refused to be shed.

"Rose…" Sophie tried reaching for her.

"Don't!" Rose snapped cutting her off as she shrugged away from her reaching hand, not thinking that she could handle the contact in that moment and Sophie lowered her arm immediately. "Just don't Soph… I – this is…" Rose swallowed thickly meeting the brunette's eyes briefly, before she glanced away. She couldn't get herself to say it. Not again, and not to Sophie… she didn't want to see blame in the brunette's eyes. It was bad enough feeling her own as the Doctor continued to just sleep, with no sign of waking again. No sign of getting better…

Rose stalked towards the door they'd just come through and threw it open. Leaving Mickey and Sophie to stare after her for a moment before they too started from the roof. They made it onto the stairs to make their way back down to the Tyler flat, the sound of Rose's footsteps echoing up to them.

Mickey glanced over at Sophie and placed a hand on her shoulder drawing her worried gaze to him, "Don't take it too hard. Rose and her mum are a lot alike when they're feeling…"

"Worried, I am too," Sophie murmured.

Mickey squeezed her shoulder briefly before releasing it, "Guilty," he corrected, "She's blaming herself and the worse he gets the worse she feels. She'll probably apologize in some way in a few moments…" he trailed and paled drastically as he caught sight of Rose waiting for them outside the door to the Tyler flat, her gaze unimpressed as she eyed him through narrowed eyes. he swallowed and hurried towards the door, "I'm just gonna… yeah," he muttered and disappeared into the Tyler flat the door clicking quietly closed behind him.

Sophie blinked at Rose who was staring at her with troubled eyes and then the blondes' shoulders were shaking with suppressed tears, "This is all my fault!" she mumbled, her voice strained as her throat tightened, "He's not the Doctor anymore and it's my fault… I did this… I… and now he's dying… and he said I did something to you… and I don't know what. I can't remember!"

Sophie stepped closer a little cautiously and then the blond had practically thrown herself at her, almost making her stumble back.

"I'm sorry. I'm really sorry," Rose muttered, tears beginning to slip from her behind her eyes that she'd squeezed shut against the hot stinging prick of them.

Sophie patted her back, her own eyes beginning to tear over as she hugged the blond to her, her throat to constricted to be able to form words, and even if she could have spoken… her mind was just emotion… and words were lost.

 ***O*O*O***

Mickey blinked, his expression shifting between concerned and fearful as he spotted Sophie and Rose headed for the kitchen where he was currently standing with Jackie her back turned to him as she bustled about the kitchen. He hesitated for a barely a moment before he practically fled from the room, not wanting to be in the line of fire so soon after being overheard… he knew the Tyler temper and he'd rather avoid it until it had cooled down to a point where she wouldn't smack him one for talking behind her back even if it had been with the best of intentions.

Sophie blinked after him, momentarily surprised and confused by his reaction, but it seemed Rose got it because from behind her, she heard the blond mutter. "Yeah, he better run." But it sounded only half-hearted and watery.

The brunette shook her head and continued to lead Rose into the kitchen pushing her towards a chair, ignoring Jackie for a moment as she moved towards the fridge to open the freezer, searching its contents, before she pulled out a couple of icepacks for their somewhat puffy eyes and red splotchy faces. She turned and accepted the tea towels that Jackie was holding out to her, wrapping them up as she moved towards Rose, handing her one, before she moved to take a seat of her own beside the blond. Jackie once again puttering around, shooting the two concerned looks.

The two sat in silence, holding the icepacks to their eyes, the cool soothing the heated puffy skin. "I hate crying!" Rose muttered as she shifted the icepack.

Sophie nodded, "Yeah, it always makes me all splotchy, and it's worse if I'm wearing mascara, then my eyes really sting!" the brunette muttered.

"And it runs," Rose commented, both suddenly rather glad that they hadn't had much of a chance to freshen up yet and they chuckled a little half-heartedly, no real merriment to the sound. The sound of clattering crockery made Rose glance over at her mother and she scowled in renewed irritation at the older woman, "Seriously mum! Enough with the tea!" she grumbled only to wince slightly as Sophie gave her shin a kick under the table. She shot her an irritated look, before she wilted slightly at the pointed look she was being given by the brunette. Rose glanced at her mum again who was staring at her rather unhappily, "Sorry," she muttered.

Jackie nodded and set two mugs in front of each of them before moving back to make one for herself.

"You're not the only one feeling guilty," Sophie offered after another beat of silence drawing Rose's gaze to her, "I'm the one who woke him… I projected at him… didn't really mean to it just happened, and then he was up… and for a moment I thought maybe he was fine…" she trailed swallowing against the lump in her throat, "And now he's worse than before."

Rose shifted the pack again, leaning back against her chair as she sighed out a tired breath, "I don't suppose you've 'seen' anything?" she couldn't help but ask the brunette, eyeing her a little hopefully as her mum stepped out of the kitchen armed with two more mugs of tea.

Sophie stiffened slightly, her expression flickering between sad and closed off, "No," she muttered.

"Could you try?" Rose asked before she could stop herself, but didn't stop eyeing the brunette levelly.

Sophie's expression shifted completely as she closed herself off at the question, "I'm not a magic 8 ball!" she said coldly and Rose flinched a bit looking away shamefaced, "I don't want to see Rose. You have no idea what it's…" Sophie cut herself off, her lips pursing, she levelled a final glare at the blond, before she stood letting her icepack fall onto the table, "I should go check on the Doctor," she muttered before she walked from the room on leaden legs, walking past Jackie without a glance as the older woman moved back into the kitchen.

Jackie blinked after the brunette before settling her gaze on her daughter who was now slumped rather dejectedly in her seat and staring at her knees. "What's happened now?" she asked.

Rose shook her head, tears spilling quietly over her cheeks again. she wiped them away with jerky movements, "I'm an idiot!" she muttered under her breath, before she too got up and left the kitchen.

Jackie sighed and moved to put away the abandoned icepacks, "Some Christmas," she muttered.

 ***O*O*O***

Sophie sighed despondently as she set aside the stethoscope once again. There'd been no change… he still only had one heart beating, his mind still felt far away… but still present if only barely… she supposed no change was better than getting worse.

"I wish you could have said what you needed before passing out," she murmured softly, her hands clenching over her knees. The faint sound of Harriet Jones voice drifting down to the bedroom from the telly. She wished that she couldn't hear it. the pleading in the woman's voice as she tried to reach out to the Doctor for help… but right now he couldn't respond. Sophie reached out slowly with her gloved hand laying it over the Doctor's, her guilt settling deeper as the muscles didn't even twitch in reaction to the contact… just still.

"You'll get better. I know you will…" she murmured, "But if you could try and just let me know somehow what you need. That'd be super… no that'd be fantastic," there was still nothing and reluctantly she pulled back, her hand sliding away from his as she rested her back against the chair, the hand that had been resting over the Doctor's coming up to play with the ends of her hair anxiously.

A shadow moved in the doorway and Sophie glanced over and her gaze caught on Rose who looked miserable, but no longer puffy eyed, the icepack having done the trick as it had for her. She looked away again not breaking the silence between them, though her hands twitched a little at the feel of the blondes' heavy guilt ridden and hurting gaze.

"He's gone, isn't he?" Rose broke the silence, her voice shaky. "The Doctor's gone… really left us…"

Sophie glanced over at her, her hands tightening over her knees once again, "He's not gone Rose… it's faint," she admitted quietly as she looked back down at the Doctor's prone form, "But he's still in there."

Rose eyed the man on the bed a little dubiously still unable to help but recall the madness of their crash to Earth… that man hadn't been the Doctor and then he'd gone and collapsed not once but twice… the Doctor, the real one would be up by now… he'd have figured everything out and may have already saved the world…

Before she could voice any of that the glass shattered out of nowhere and she hit the floor in response as the ground shook rather violently.

Sophie sat up from where she'd thrown herself forward over the Doctor, casting a brief look over him only to see that he was fine.

"What was that?!" Rose asked as she clambered to her feet and followed Sophie as she moved towards the window.

Sophie peered out and up towards the sky, her eyes wide as her gaze landed on the large spaceship soaring through the sky. She gulped as Rose joined her in staring up at it, "I'd say that's the Big Fish," she muttered nervously and Rose nodded her agreement as her gaze followed the ship for a moment longer as it cast a wide shadow flying below the sun blotting it out for an extended moment as it flew.

Sophie ducked her head back into the bedroom, Rose following suit, the brunette turned to the blond, "Help me?" she asked with a gesture towards the Doctor.

Rose nodded, "Tardis?" and Sophie nodded and the two moved towards the bed throwing the duvet off him as the two shifted about to get him up and off the bed. Rose grunted a bit, "You weren't wrong… he is a bit on the heavy side," she huffed as she gripped his legs the two of them taking his weight and began shuffling towards the doorway.

Mickey blinked as he and Jackie came back inside to see the two carrying the Doctor towards the door.

"What are you doing?" Mickey asked confused.

"Taking the Doctor to the Tardis!" Sophie huffed a little out of breath.

"The Safest place on Earth," Rose added as the two continued to shuffle.

Mickey blinked at them a moment longer, before he stepped forward, "Here – I can…"

"No," Rose denied, "We've got him," she told him, her tone a little snappish and Mickey immediately back away, but shifted to open the door they were heading towards.

"Thanks, Mickey," Sophie murmured.

"What're you going to do in the Tardis?" Jackie asked.

"Hide," Rose grunted, "Grab your stuff, and some food mum, we're going!" she demanded.

Jackie blinked a bit nonplussed, "Is that all? Grab food and hide?"

Rose shot her an exasperated look, "Look at the sky mum. There's a great big alien invasion and unless you've got a better idea… then yes, we're going to hide in the Tardis… I'm sorry mum, but we don't have time to argue. Just please, grab your things and some food, now move," Rose turned her attention back to what she and Sophie were doing, "Oh, lift him up a bit more," she muttered and the two lifted him a bit higher awkwardly shifting their grip.

"Are you sure you don't want me too…" Mickey broke off as Rose shook her head stubbornly.

"But you can run ahead and open the Tardis…" Rose trailed, "I don't think we locked it…"

Sophie blinked and grimaced, "A bit too preoccupied," she muttered.

"Well, lucky no one notices a big old blue box then, ain't it," Mickey responded getting two small strained smiles from the two women, before he ducked around them and out the door heading towards the Tardis, that thankfully hadn't crashed to Earth to far away from the Tyler flat.

 ***O*O*O***

Rose and Sophie shuffled towards the Tardis, the Doctor between them still as they carried him towards the doors that Mickey had thrown open for them. Rose spied her mother as she struggled behind them her arms laden down with half a dozen carrier bags.

"Mum, will you just leave that stuff and give us a hand?!" Rose demanded hotly, her irritation riding high again as her arms strained with the weight of the Doctor, even sharing it with Sophie, it was straining her arms to help carry him all the way to the Tardis.

Jackie shot her daughter a look, "It's food!" she protested, "You said we need food."

"You did," Sophie reminded.

Rose rolled her eyes, "Just leave it!" she snapped at her mother and then cringed internally at the look she knew her mother was giving her, one that promised a good talking to… really, she was only getting away with so much because her mum was sympathetic to what she was feeling with the Doctor… being… not the Doctor.

"Ooh, why didn't you just get Mickey to help when he offered?" Jackie grumped, coming to the end of her own rope in the leeway she was allowing her daughter.

"We're almost there," Sophie attempted to assure, the beautiful blue box getting closer with each and every step.

 ***O*O*O***

Alex listened nervously as the Sycorax leader addressed the small party, that had been transmatted onto the spaceship, in that strange alien language of theirs, "You will surrender," he read the words that were being translated by the software… forming the words carefully on his tongue not wanting to doom them all by misreading even a single word… and the pressure made a bead of sweat roll down his back. "Or I will release the final curse and your people will jump."

Llewellyn pushed his way to the front of their small group, "If I can speak…"

Blake grabbed his arm, "Mr. Llewellyn, you're a civilian."

"No," Llewellyn said pulling his arm from Blake's grasp. "I sent out the probe. I started it. I made contact with these people. This whole thing is my responsibility."

Llewellyn stepped forward as the Sycorax leader began to descend the stairs he was standing upon. "With respect… sir. The human race is taking its first step towards the stars… but we are like children compared to you. Children who need compassion. I beg of you now… show that compassion."

The Leader of the Sycorax who'd been staring as if bored whilst Llewellyn talked raised a glittering force-whip and with a powerful movement whipped it out at Llewellyn, it cracked around his neck. Llewellyn gave a cry of pain the whip glowed blue and in the next moment his flesh disintegrated, leaving what was left of his skeletal remains fell to the ground.

Blake took an angry step forward, glaring at the Sycorax leader heatedly. "That man was your prisoner! Even your species must have articles of war, forbidding…" Blake was cut off as the whip cam cracking through the air again and in the next moment, he was nothing more than a smouldering pile of bones next to what used to be Llewellyn.

Alex made to step forward, but Harriet placed a hand on his arm, before stepping forward herself, her ID card in hand. "Harriet Jones," she identified herself, "Prime Minister."

The Sycorax leader spoke again.

"Yes. We know who you are," Alex read the translated text, "Surrender or they will die."

Harriet eyed the alien leader cautiously. "If I do surrender, how would that be better?" she asked as the Sycorax leader held his hand over a big red button and spoke curtly once again.

Alex swallowed as the translated text appeared once again. "Half is sold into slavery or one third dies… your choice."

Harriet closed her eyes pained by the choice laid out before her… vehemently wishing, praying for the Doctor to arrive… to save them like he'd done last time.

 ***O*O*O***

"No chance you could fly this thing?" Mickey asked looking about the interior of the ship he'd only seen a couple of times as Sophie and Rose carefully set the Doctor down.

Rose shook her head as her mum bustled in still carrying her shopping bags, "Not anymore, no," she glanced over at Sophie a little curiously. The brunette noticed and shook her head in response to the silent question. She couldn't fly her either.

"Well, you did before," Mickey muttered.

"I know," Rose sighed glancing over at the Doctor as he lay still unmoving aside from the rise and fall of his chest, "But it's sort of been wiped out of my head, all of it, like it's forbidden," she murmured lowly, glancing once again at Sophie who didn't seem to be paying them any mind now as she stared at as spot on the ship quietly, wishing that she could at least remember what she'd done to the brunette. She focused her gaze on Mickey again, "Try that again and I think the Universe rips in half."

"Ah," Mickey murmured uncomfortably at the very idea, "Better not then,"

"Maybe not," Rose agreed.

"Definitely not," Sophie spoke revealing that she was listening… even if it was with just half an ear.

Mickey and Rose glanced over at her in response. The former blinking a little confused at the way she was standing, just staring at a seemingly random spot of the ship. He nudged Rose, who'd moved to sit beside him. "What's she doing? Is that what you mean when you call her 'Space-Cadet'?"

Rose shrugged. "Kind of." There were a few reasons to the nickname now. "But I've realized that she only really gets like that," she gestured with a nod at the brunette. "When she's trying to talk to the ship."

Mickey blinked confused, "…Right." he muttered after a moment deciding not to ask why she was trying to talk to a ship without saying anything at all… likely the answer would confuse him all the more… or be something he really didn't want to know anyway. He'd rather it just remain as one of Sophie Connolly's random quirks that didn't make much sense… to him at least, because Rose seemed to know.

"So, what do we do?" Mickey asked again after another moment, "Just sit here?"

Rose nodded. "That's as good as it gets," she mumbled, shoulders slumping, her gaze going to Sophie as the brunette let out a sigh and moved to sit on the other side of her. "Anything?" she asked.

Sophie shook her head. "Either she's being stubborn or…" she glanced with concern over at the Doctor again. "With him so out of sorts, she simply can't."

Rose glanced over at him again to and sighed out a breath that was sad, tired and hopeless all at once. It'd been hours and there was no sign of improvement. She didn't understand how Sophie could be so hopeful still…

"Right…" Jackie said thermos flask in hand. "Here we go. Nice cup of tea."

"Mmm, the solution to everything," Rose muttered.

Jackie sighed placing the filled flask down. "Now, stop your moaning. I'll get the rest of the food," she told them before she turned and marched back out of the ship that she still wasn't all that comfortable being inside of.

Mickey picked up the flask. "Tea. Like we're having a picnic while the world comes to an end. Very British."

Sophie blinked at him for a moment before her gaze turned a little pensive. "I don't suppose your mum will think to bring coffee. Do you?" she asked and Rose shot her a look, that had Sophie shrugging a bit defensively, "I haven't had any this morning."

Rose rolled her eyes a little, lips twitching upwards, "Damned coffee addict," she teased, before sobering again. "She probably won't. Mum's a tea person."

Sophie nodded and lifted a gloved hand to rub at one of her eyes that were itching once again… though she was fairly certain that it was because of how little sleep she'd gotten. "Yeah, I kind of figured as much."

Mickey caught sight of the monitor and stood moving towards it. "How does this thing work?" he asked.

"It's Christmas, they won't have the sports on," Sophie replied getting up as Rose did and then blinked thoughtfully, "Well… I don't think they will…" she trailed off as she tried to remember, but watching the sports had never been something she'd focused on.

"That wasn't what I," Mickey began defensively taking note of how both women were looking at him. "Suddenly feeling sorry for the Doctor," he muttered and then grimaced, he'd never thought he'd feel that towards the man that seemed to live to aggravate him. He flinched a bit at the narrowed eyed look Rose was pinning him with and hurriedly cleared his throat and moved the conversation along, before she could lay into him with her temper that hadn't seemed to stop simmering beneath the surface since she'd come out of the Tardis.

"What I meant was. If it picks up TV, maybe we could see what's going on out there. Maybe we've surrendered." He pressed a few buttons on the monitor trying to get it work. "What do you do it?" he asked the two women.

"I don't know." Rose responded as she pressed a few buttons. "It sort of tunes itself." She glanced at Sophie. "Doesn't it?"

Sophie blinked wondering why the blond thought she'd know, before she shrugged, "No idea… the Doctor doesn't really explain it. He just does it…" then frowned at the weird pattern that had started displaying on the screen. "That's kinda odd," she muttered and Rose nodded her agreement.

 ***O*O*O***

Alex flinched as the Sycorax leader started speaking again, voice angry now as a bleeping noise sounded through the spaceship they were still trapped on.

"The noise. The bleeping," he read, "They say it's machinery. Foreign machinery. They're accusing us of hiding it. Conspiring. Bring it on board."

 ***O*O*O***

Jackie stepped back out of the flat carrying two more grocery bags, making her way back to the Tardis only to stop short as in a sudden flash of light the Tardis disappeared right before her eyes. "Rose? Sophie?" she called dropping the bags and took a couple of hurried steps further, before she turned her horrified gaze up to the spaceship that was still hovering in the sky, fear churning in her gut. "Rose!"

 ***O*O*O***

"Maybe it's a distress signal?" Mickey suggested.

"Fat lot of good that's going to do," Rose muttered.

Mickey eyed her. "Are you going to be a misery all the time?" he asked, her attitude starting to wear on him.

"Yes," Rose responded simply.

"You should look at it from my point of view, stuck in here with your mum's cooking," Mickey attempted to lighten the mood.

Rose glanced about the Tardis console room realizing that her mum still hadn't come back. "Where is she? I'd better give her a hand. It might start raining missiles out there." She started for the door before turning back to Sophie. "And I'll make sure she's grabbed the coffee – just for you."

"I'll help to…" the brunette began to offer

Rose shook her head cutting her off. "Nah, you stay and just…" she glanced down at the Doctor again with sad hopeless eyes. "Watch him."

"Tell her anything from a tin, that's fine," Mickey called after her retreating back.

Rose continued on her way to the doors. "Why don't you tell her yourself?" she asked him.

Mickey levelled a serious look at the blond. "I'm not that brave,"

Rose had her hand on the door and she looked back so that she could smiled at him slightly. "Oh, I don't know…" she stepped out the door and screamed as rough hands grabbed her.

"Rose!" Mickey and Sophie shouted.

Mickey dropped the flask he'd still been holding as he raced for the door…

 ***O*O*O***

"Get off! Get off me!" Rose shouted at the aliens that had grabbed her, gaze turning to the Tardis as Mickey ran out. "The door!" she shouted at him, "Close the door!" he didn't have to though as the moment he turned to do as she'd said the Tardis door shut on its own, preventing a Sycorax from getting inside it…

 ***O*O*O***

Sophie rattled the Tardis doors, scowling as they refused to open for her, "Damn it Sexy! Rose is out there!" she yelled at the Tardis from between gritted teeth. She gave the doors a last rattle huffing indignantly when the ship ignored her. Behind her the tea dripped down through the grating of the console floor, the vapours rising up as the Doctor continued to breath in and out.

Sophie stilled as she felt the Doctor's mind getting stronger… but not wildly out of control like last time. She slowly turned around, eyes landing on the Doctor as he exhaled more of the golden regeneration energy.

She moved closer, heart pounding in her chest as she took in the thermos and spilled tea and then the vapours that the Doctor was inhaling. "You're kidding!" she breathed, not sure in that moment whether she wanted to laugh with joy or cry with exasperation as the Doctor's mind became a stronger and stronger presence and Tardis herself seemed to wake up, the comforting hum surrounding her again.

She was a couple of steps away from him when he shifted and Sophie froze, just watching and waiting to see if he'd do more… she beamed a wide grin as the Doctor blinked open his eyes for the first time in hours, despite her concern for Rose and Mickey.

The Doctor glanced about a bit groggily, his mind sorting itself out as the pain of before receded into nothingness. His gaze caught on the petite curly haired brunette that was grinning at him widely and he couldn't help but smile back as his hearts fluttered faster in his chest. "Hello."

"Hello," Sophie replied helping him to his feet and watching for a moment as he strode about the console, a hand coming down to fondly pat it, before his gaze landed on the monitor and frowned at what he saw, "Ooh, that's not good!" he muttered.

"No," Sophie agreed as she glanced anxiously towards the door, "And Sexy wouldn't let me out," she told him, her hands twisting together.

The Doctor moved back around the console, "Of course she wouldn't. She's a clever old ship. Best ship in the universe," he declared as he moved towards the doors.

Sophie eyed him a bit suspiciously as she fell into step with him. Something about the way he'd said that… "It was you… wasn't it?! You stopped her from opening the door!"

The Doctor gave her an innocent look and pointed at himself comically as they continued towards the doors, hoping to distract her, "Me? I was out of it until a moment ago…" he trailed and came to a stop as he looked down at himself, "I'm in my jim-jams… About to save the world and I'm in my jim-jams!" he muttered.

Sophie gave him a look, "So subtle!" she muttered as she continued to eye him, "And they're not _your_ jim-jams." She grumped at him lightly striding past him.

"Right… Howard…" the Doctor grimaced a little, looking up to see Sophie trying the doors only for them to remain firmly shut still. He gave her another innocent 'who me' look as she glanced over her should at him.

He took a few more steps forward coming up behind her and raising his arms he pushed both doors open, the Tardis conceding to his will. He beamed a grin at Sophie as strode past her and out into the spaceship, hearing her huff under her breath a little as she followed him out.

"Did you miss me?" the Doctor asked with a grin and Rose smiled in relieved delight at finally seeing him up and about.

The Sycorax leader roared loudly and cracked his whip through the air, aiming it for the Doctor. The Doctor caught it easily and with a sharp yank pulled it out of the Sycorax leaders hand. "You could have someone's eye out with that!"

The Sycorax leader roared in fury and charged this time, staff swinging for him, "How dare…"

The Doctor snatched the club off him too and broke it over his knee before throwing the now useless pieces to the floor. "You just can't get the staff. Now, you, just wait. I'm busy!" he said as he walked over to Rose and Mickey. "Mickey, hello!" he greeted jovially, "And Harriet Jones MP for Flydale North!" he said as he turned to the older woman, Sophie moving to stand next to Rose, their arms brushing. "Blimey, it's like This Is Your Life!" he exclaimed as Sophie moved to Rose's side grateful that the blond was alright.

"Tea! That's all I needed, a good cup of tea! Superheated infusion of free radicals and tannin. Just the thing for healing the synapses." The Doctor explained.

Rose blinked at him then tor her eyes from him to glance at Sophie beside her, "Seriously? …Tea?"

The curly brunette nodded, still a little bemused at what she'd seen happen, "Yep… tea. He inhaled the vapour and poof," she gestured at him and the Doctor grinned at them.

"Huh," Rose murmured, before shrugging it off… it wasn't the oddest thing they'd heard of since travelling with the Doctor.

"Right, quit nattering on you two!" the Doctor told them his expression turning serious as he eyed them, "I have a very important question, and I need you to be completely honest with me, because as helpful as your description of my new look was," he told Sophie and the brunette's cheeks went pink with embarrassment, and ignored the amused look Rose was giving her. "You left out a very important detail…" the Doctor paused fixing his companions with another look, "Am I… ginger?"

Sophie and Rose looked at him taken slightly aback by the question having expected something more from how serious he looked…

"Oh, come on… Tell me!" the Doctor insisted.

"Not ginger," Sophie told him and the Doctor seemed to deflate before their eyes.

"More of a brown really," Rose told him, "Almost the same shade as Sophie's I'd say,"

Sophie blinked and eyed the Doctor mop of big rather sleep and hand dishevelled hair, "Really I think it's a bit lighter…" she commented and the trailed at the crestfallen look on the Doctor's face, "It's a very nice shade," she attempted to assure.

"Aww…" the Doctor whinged as he turned from them rather disappointed. "I wanted to be ginger. I've never been ginger."

He suddenly spun back around and pointed an accusatory finger at the blond. "And you, Rose Tyler, fat lot of good you were. You gave up on me…" the Doctor trailed finger lowering eyes going a little questioningly to Sophie. "Oh, that's rude… That's the sort of man I am now, am I? Rude… rude and not ginger…"

"You were rude before," Sophie told him.

The Doctor blinked, "Yes, well and not ginger," he pointed out.

Sophie blinked mildly confused. "Are those two supposed to be linked?"

The Doctor shrugged, "I dunno… never been ginger," he pointed out again.

Harriet who'd been staring rather confused herself finally broke her silence. "I'm sorry. Who is this?"

The Doctor glanced over at her. "I'm the Doctor."

"He's the Doctor," Sophie and Rose repeated their voices overlapping each other.

"But what happened to my Doctor?" Harriet asked still confused. "Or is it a title that's just passed on?"

The Doctor moved towards her. "I'm him. I'm literally him. Same man, new face… well, new everything."

Harriet frowned at him. "But you can't be…"

"Harriet Jones, we were trapped in Downing Street and the one thing that scared you wasn't the aliens… it wasn't the war…. it was the thought of your mother being on her own," the Doctor recalled.

"Oh, my God," Harriet breathed, staring at him a little wide-eyed.

The Doctor leant down towards her slightly. "Did you win the election?"

"Landslide majority," Harriet replied with a pleased smile.

"If I might interrupt!" the Sycorax Leader shouted and the group spun around, almost having forgotten their situation completely.

"Yes, sorry! Hello, big fella!" The Doctor responded, a bit sheepish at having gotten so side tracked.

"Who exactly are you?" The Sycorax Leader asked.

"Well," the Doctor replied with a fixed grin, "That's the question."

"I demand to know who you are!" the Sycorax Leader shouted his demand.

"I DON'T KNOW!" the Doctor shouted back, copying the Sycorax Leader, before he relaxed his posture once more. "See, there's the thing. I'm the Doctor, but beyond that, I… I just don't know. I literally don't know who I am. It's all untested."

He began to walk, addressing everyone present. "Am I funny? Am I sarcastic?" he glanced over at Sophie. "Sexy?" he winked at her and Sophie blinked her stomach doing an odd sort of flip that left her confused and that same weird feeling of being uncomfortable but comfortable all at the same time. Rose hid an amused grin behind her hand, not missing the brunette's confusion, as the Doctor carried on. "Right old misery? Life and soul? Right handed? Left handed? A gambler? A fighter? A coward? A traitor? A liar? A nervous wreck? I mean judging by the evidence I've certainly got a gob," the Doctor mused.

"Another thing that hasn't changed," Sophie muttered to Rose, "In fact I think he's gotten worse."

Rose nodded, "Ruder too."

Sophie glanced at her. "We don't know that yet,"

Rose met the brunette's gaze. "Five quid says he ruder."

Sophie blinked at her pondering for a moment if this was really the right time to be making a bet of any sort, before she nodded slowly not seeing the harm, "Done." And the two did their handshake to seal the bet, both ignoring the look Harriet levelled on them.

The Doctor's gaze caught on the large red button. "And how am I going to react when I see this," he pointed up at the button a somewhat insane smile curving up his lips, "A Great Big Threatening Button That Must Not Be Pressed Under Any Circumstances, am I right? Let me guess. It's some sort of control matrix, hmm?" he mused as he examined it, "Hold on, what's feeding it?" he bent down and pulled open the base of the pillar directly under the button, his eyes landing on the red liquid inside it, "And what have we got here? Blood?" he dipped a finger into it and brought it up to his lips.

Rose paled as he tasted it and crinkled her nose, "Urgh… he's gotten a bit gross…"

Sophie nodded, rather pale herself, her own nose scrunched in distaste, "The Doctor's version of a bit," she clarified and Rose nodded her agreement.

"Yeah, definitely blood. Human blood. A Positive, with just a dash of iron," he waggled his tongue around at the nasty taste and wiped his finger clean on his borrowed dressing gown, "Ah, but that… means blood control…" he beamed rather delighted at the discovery, despite the lingering bad taste in his mouth, "Blood control! Oh, I haven't seen blood control for years," he exclaimed and the Sycorax Leaders malicious grin began to fade, "You're controlling all the A Positives. Which leaves us with a great big stinking problem. 'Cos… I really don't know who I am. I don't know when to stop. So, if I see a Great Big Threatening Button Which Should Never, Ever, Ever Be Pressed… then I just wanna do this…" he smacked his hand down onto the button and there was an immediate outcry of 'No!'.

 ***O*O*O***

On the rooftop of the Powell Estate everyone with the blue hazy light surrounding them took a step forward, only for the light to flicker out and the people looked around rather confused at their situation.

"What the hell am I doing up here?" Jason asked as he stared about confused along with the others that had been lost in the hypnotic trance of the blood control.

"Get away from the edge!" Sandra replied rather relieved that whatever it was that had been happening was over.

 ***O*O*O***

"You killed them!" Alex shouted horrified.

The Doctor turned to look at the Sycorax Leader unconcerned by Alex's accusation. "What do you think, big fella? Are they dead?"

The Sycorax Leader bared his teeth. "We allow them to live," he said tersely attempting to dismiss the issue.

"Allow? You've no choice!" the Doctor remarked, "I mean that's all blood control is. A cheap bit of voodoo. Scares the pants off you, but that's as far as it goes. It's like hypnosis," he mused thoughtfully, "You can hypnotise someone to walk like a chicken or sing like Elvis. You can't hypnotise them to death. Survival instincts too strong."

"Blood control was just one form of conquest. I can summon the armada and take this world by force."

"Well, yeah, you could, yeah, you could do that, of course you could," the Doctor agreed with the Sycorax Leader, "But why? Look at these people," he gestured to the humans on board the ship as he spoke with rising passion, "These human beings. Consider their potential. From the day they arrive on the planet and blinking step into the sun,"

Sophie blinked recognising the words, "Is he quoting…?"

Rose nodded, "…Yep,"

"There's more to see than can ever be seen. More to do than…" the Doctor trailed blinking, "No, hold on… sorry, that's the Lion King. But the point still stands. Leave them alone!"

"Or what?" the Sycorax leader sneered the question.

"Or…" the Doctor glanced to the side before he snatched a sword from one of the Sycorax standing guard near him and ran down the steps and onto the empty floor space in front of the Tardis, "I challenge you!" he declared, holding the sword aloft and the Sycorax burst into a derisive laughter, "Oh, that struck a chord. Am I right that the sanctified rules of combat still apply?"

The Sycorax Leader began down the steps, unsheathing his sword, "You stand as this world's champion?"

The Doctor shrugged out of his borrowed dressing gown, "Thank you. I've no idea who I am, but you just summed me up," he tossed the dressing gown at Sophie who caught it with a blink as the top of it obscured her vision for a moment before she pulled it back down over her head so that she could fold it over her arms.

"So, you accept my challenge? Or are you just a cranak pel casacree salvak?" the Doctor asked and Rose and Sophie blinked a little surprised that the Doctor's words hadn't been translated by the ship, but the fact that they were an insult of some kind became clear as the Sycorax Leader hissed angrily. The two knelt down across from each other.

"For the planet?" the Sycorax Leader asked.

"For the planet," the Doctor agreed and in the next moment they were up and the clash of steel on steel sounded through the area of the spaceship as their blades clashed.

Sophie bit into her lower lip harshly as she watched as the two clashed again and again, swords swinging. Her heart hammering against her ribcage as worried clawed at her insides… the Doctor was practically thrown to the ground by the Sycorax Leader…

"Look out!" Rose shouted a warning as the Doctor got to his feet again.

"Oh, yeah that helps. Wouldn't have thought of that otherwise, thanks," the Doctor shouted back, his voice practically dripping with sarcasm just as the fight resumed again, the Doctor backing up the stairs as he did his best to parry the blows being levelled at him.

Sophie rung her hands together anxiously, "He doesn't know what he's doing, does he?" she murmured helplessly, the Doctor's movements awkward and fumbling to her eyes, at least they were in comparison to the Sycorax Leader. Her question going unanswered as none felt the need to state what they felt was obvious. Rose however, did reach over and pulled one of Sophie's hands away from the other and clasped it firmly in one of her own, the brunette's hand holding hers tightly.

The Doctor retreated further up the stairs hitting a button on his way past, "A bit of fresh air," he commented as he stepped back into the hull of the spaceship, the Sycorax Leader following him closely. Sophie, Rose, Mickey, Harriet Jones and a few of Sycorax following them to keep the two in sight.

The two where bathed in sunlight as they continued to fight, their swords clashing. The Sycorax Leader drove the Doctor back to the edge and hit him on the nose causing him to groan in pain. Movement, he saw out of the corner of his eye drew his attention and immediately he held out a hand drawing Sophie and Rose to an immediate halt, the two staring at him with wide eyes, "Stay back! Invalidate the challenge and he wins the planet," he cautioned them, before he turned his full attention back to the Sycorax Leader the two charging at each other again, the two grunting with the effort as their swords connected before the Doctor was forced back and right off his feet once again.

The Sycorax Leader didn't let the opportunity go to waste as he slashed down and his sword met flesh instead of metal slicing the Doctor's arm off just below the elbow. The hand and sword falling over the side of the ship, plummeting to Earth.

The Doctor stared after his falling hand rather annoyed and irritated by the pain and the sight of his falling severed limb, "You cut my hand off."

"Ya! Sycorax!" the Leader yelled in triumph.

The Doctor clambered back onto his feet, "And now I know what sort of man I am. I'm lucky. 'Cos quite by chance I'm still within the first fifteen hours of my regeneration cycle, which means I've got just enough residual cellular energy to do this!" he held up what was left of his arm and as all of them watched, his arm grew right back.

"Witchcraft!" the Sycorax Leader shouted.

"Time Lord," The Doctor corrected.

Sophie release Rose's hand, and turned to one of the Sycorax that was standing near her grabbing his sword from him.

Doctor!" Rose shouted, before Sophie could and the brunette tossed the sword to him as the Doctor turned to them.

The Doctor caught it easily and twirled it around his hand, suddenly more at ease with the weapon, "Oh, so I'm still the Doctor, then?" he called over to the blond.

"No arguments from me!" Rose replied with a smile.

"Want to know the best bit? This new hand…" the Doctor put on a Texan accent, "It's a fightin' hand!"

The Doctor ran at the Sycorax Leader again, sword raised and the fight between them resumed, the skill level between them evening out as their swords clashed again and again, until the Doctor managed to disarm the Sycorax Leader, taking hold of both swords he slammed the hilts into the other aliens stomach, once and then twice and the Sycorax Leader fell back, right on the edge, overlooking London. The Doctor levelled the tip of his sword at his defeated opponents throat, "I win."

"Then kill me," the Sycorax leader gritted out, his breaths coming laboured, his body pained from the blows he'd sustained.

The Doctor stared at him unwaveringly, "I'll spare your life, if you'll take this Champion's command. Leave this planet, and never return. What do you say?"

The Sycorax Leader stared up at him and nodded with reluctance, "Yes."

The Doctor jabbed the point of the sword closer, his face set in a grim angry line, "Swear on the blood of your species," he demanded.

The Sycorax Leader grimaced, but conceded, "I swear."

The Doctor's face lightened and he shifted the sword away, "There we are then. Thanks for that. Cheers, big fella," he said as he jabbed the point of his sword into the sandy type floor of the spaceship.

"Bravo!" Harriet Jones cheered as she clapped.

Sophie and Rose hurried over to him, the brunette helping him back into his dressing gown. "Kind of says it all, doesn't it?" Rose commented cheerily.

Sophie nodded, "Yep! Bravo indeed!"

The Doctor grinned at them, "Yeah, not bad for a man in his jim-jams."

Sophie shrugged a little, "Who says that you can't save the world in your jim-jams?"

"Might start off a new trend," Rose agreed with a light laugh and Sophie let out a small amused sound.

"Very Arthur Dent. Now, there was a nice man…" the Doctor trailed off as he stuck a hand into the pocket of his dressing gown and his hand closed about another strange object, "Hold on, what have I got in here?" he pulled it out and the three blinked at it, Rose letting out another light laugh at the sight of it, "A satsuma?" the Doctor muttered confused before it clicked, "Ah, that friend of your mothers Rose. He does like his snacks, doesn't he? But doesn't that just sum up Christmas?" he asked as they began to walk.

He threw the satsuma carelessly up into the air and caught it again, "You go through all those presents and right at the end, tucked away at the bottom, there's always one stupid old satsuma. Who wants a satsuma?" he asked.

"What? Not hungry after all that?" Sophie asked with light amusement, behind them the Sycorax Leader roared out another battle cry and raced for the Doctor's back sword in hand once again.

The Doctor without even bothering to look back lobbed the satsuma over his shoulder. The fruit hit a control on the spaceships hull, and the Sycorax Leader plummeted to the Earth with a bellowing scream as a piece of the wing opened up in response.

The smile slid from the Doctor's face, "No second chances. I'm that sort of man."

 ***O*O*O***

The Doctor stood in front of the Tardis with Sophie and Rose on either side of him and the other humans that'd been tranmatted onto the spaceship, "By the ancient rites of combat, I forbid you to scavenge here for the rest of time," he addressed the Sycorax, "And when you go back to the stars and tell others of this planet, when you tell them of it's riches, it's people, it's potential. When you talk of the Earth, then make sure that you tell them this. It is defended."

They were transmatted away in the next moment and the small group along with the Tardis where on a street.

"Where are we?" Rose asked.

"We're just off Bloxom Road," Mickey replied, "We're just round the corner, we did it!" he cheered as he jumped up and down in glee.

The Doctor held up his hand as he watched the spaceship above them Sophie following his gaze as the engines started up, "Wait a minute… wait a minute…" he murmured before smiling brightly as the spaceship flew away.

"Go on, my son! Oh, yeah!" Mickey cheered.

Rose jumped onto his back, "Yeah! Don't come back!"

"It is defended!" Mickey hollered.

Rose jumped off his back again and turned to Sophie who'd been watching the two of them with amusement, the two hugging.

The Doctor smiled at them fondly, before his attention was drawn to Harriet Jones.

"My Doctor," Harriet beamed at him.

"Prime Minister," the Doctor returned and the two shared a brief hug.

"Absolutely the same man," Harriet decided as she pulled away, "Are there many more out there?" she asked as they turned their gazes up to the sky.

"Oh, not just Sycorax," the Doctor replied, "Hundreds of species. Thousands of them. And the human race is drawing attention to itself. Everyday you're sending out probes and messages and signals. This planet's so noisy. You're getting noticed… more and more," he turned his gaze back to her, "You better get used to it."

"Rose!"

The blond turned beaming, "Mum!" she shouted running over to her.

The Doctor grimaced as he caught sight of the woman, "Oh, talking of trouble," he muttered, though with very little heat.

Sophie nudged him, "She's not that bad," she insisted.

The Doctor glanced at her, smiling lightly, "I s'pose not," he admitted just loud enough for her to hear and Sophie smiled up at him.

"Oh, my God!" Jackie breathed as she hugged her daughter, "You did it, Rose! Oh!"

"You did it too! it was the tea. Fixed his head," Rose beamed brightly.

"That was all I needed, cup of tea," the Doctor agreed.

"I said so!" Jackie declared, before turning to her daughter who was closer than Sophie, "Is it him, though? Is it really the Doctor?" she asked, before she caught sight of the Harriet Jones and she paled slightly, "Oh, my God, its' the bleedin' Prime Minister!"

The Doctor smiled and opened his arms, "Come here, you," and Jackie threw her arms around him.

Sophie couldn't help but chuckle at the turn of events, "Never thought I'd see the day," she murmured.

The Doctor shot her a look, before he reached across the small space between them tugged her into the hug, "You too!" he said jovially just as Mickey and Rose joined in, making it a group hug.

"Are you better?" Jackie asked.

"I am, yeah," The Doctor assured.

A short distance from them Alex stepped up to Harriet Jones and murmured lowly, "It's a message from Torchwood. They say they're ready,"

Jackie looked to Rose, Sophie and Mickey, her expression unimpressed, "You left me!" she accused.

"I'm sorry," Rose apologised looking to Mickey and Sophie for help, Mickey held his hands up in a count me out gesture that had Rose rolling her eyes.

"We didn't mean too… it was the aliens…" Sophie murmured fighting the urge to shift like a naughty child under the woman's stare, idly wondering if this was what it felt like to be held under the unimpressed eyes of a mother…

"Oh, of course. The old blame the alien stick," Jackie groused with a huff, "I had all the food,"

"Tell them to fire," Harriet ordered.

Alex spoke into his earpiece, "Fire at will," and barely a moment later five green beams of light streaked up into the sky, they met a and then fired a single beam out into space. The beam accurately hitting the Sycorax asteroid ship with a loud kaboom.

Sophie stared wide eyed, mouth agape at the horrifying sight.

"What is it? What's happening?" Rose asked as she stared with the same horror.

The Doctor turned from the sky, his expression cold and unyielding as he stared at Harriet Jones, slowly stalking towards her, "That was murder."

Harriet swallowed, "That was defence," she rebutted, "It's adapted from alien technology. A ship that fell to Earth ten years ago,"

"But they were leaving," the Doctor stated just as angry as before.

Harriet met his gaze head on, unflinchingly, standing by her decision, "You said it yourself, Doctor. They'd go back to the stars and tell others about the Earth. I'm sorry, Doctor, but you're not here all the time. You come and go. It happened today. Mr. Llewellyn and the Major, they were murdered. They died right in front of me while you were sleeping. In which case, we had to defend ourselves,"

"Britain's Golden Age," he sneered at her.

"It comes with a price," she insisted.

The Doctor glared at her coldly, "I gave them the wrong warning. I should've told them to run as fast as they can, run and hide because the monsters are coming. The human race."

"Those are the people I represent. I did it on their behalf," Harriet declared firmly.

Sophie lowered her gaze from the sky to look at Harriet Jones with sad eyes, "And to think I was excited to see what the Golden Age of Britain would be like," she murmured with disappointment.

"I should have stopped you," the Doctor remarked icily.

Harriet shot him a look, "What does that make you, Doctor? Another alien threat?" she had to fight the urge to flinch as if possible the Doctor's gaze turned colder, simmering with an ice cold rage and he stalked another step closer to her.

"Don't challenge me, Harriet Jones, 'Cos I'm a completely new man. I could bring down your Government with a single word."

Harriet stared at him with a forced calm, "You're the most remarkable man I've ever met, but I don't think you're quite capable of that," she remarked with certainty.

"No, you're right," the Doctor agreed and watched her silently as she subtly relaxed at the assurance, "Not a single word, just six," he commented coolly.

"I don't think so," Harriet replied tensing again despite herself.

"Six words," the Doctor reiterated calmly meeting her gaze with that still cold fury.

"Stop it!" Harriet demanded unnerved despite herself.

"Six," the Doctor glared at her a moment longer, as Harriet stared back a silent battle of wills, before he stepped around her moving towards Alex, removing his earpiece so that he could whisper into his ear for a brief moment before he stepped away without another look at Harriet Jones.

"What did he say?" Harriet asked Alex urgently.

Alex shrugged a bit awkwardly, "Oh… well… nothing… really," he muttered doing nothing to calm the Prime Ministers fears.

The Doctor paused by Sophie and she lifted her eyes to meet his. He reached over slowly and took one of her gloved hands in one of his, "Come on Sparks, let's get out of here," he urged and began to walk.

Sophie nodded and fell into step, before her steps faltered and she slowed as his words completely registered, "Wait what did you just call me?" she asked staring up at him wide-eyed as the joined Rose, Jackie and Mickey, the five of them walking together.

"Sparks," the Doctor responded easily glad for the distraction, "Though, I'm still tossing up Sparkie, or Spark," he admitted, "Maybe I'll use all of them."

Sophie blinked her steps slowly a bit further as she opened and closed her mouth a couple of times, "What happened to Annie? We agreed on Annie?!" she said waving her free arm about agitatedly.

The Doctor shrugged, "Annie-Girl just sounds wrong… see _Annie-Girl_ …" he enunciated carefully and grimaced around the words, "It feels all wrong with this mouth," he explained with a mild pout, before he gave her a somewhat pleased look, "I always knew you actually liked Annie,"

"I got used to it…" Sophie replied indignantly.

"You liked it," the Doctor pressed.

Sophie stared at him mutinously, before breathing out a controlled breath and eyeing him dubiously, "Why Sparks of all things? I don't at all spark!"

The Doctor shrugged and met her gaze with a smile that had Sophie's stomach doing that odd flip-flop thing again and she blinked up at him confused, before she opened her mouth to ask again.

Rose nudged her from where she was walking on the brunette's other side having shifted closer again once the brunette's arm had stopped flailing, "Remember what happened last time?" she asked quietly.

Sophie felt her left eye twitch, "He's been unconscious! He can't have thought of that many…" she trailed as Rose raised her brows at her.

"Did you really wanna risk it?" the blond asked.

Sophie eyed the Doctor who was pretending like he hadn't heard the exchange as he stared ahead, before giving into the urge to look at her, a glint in his eyes that had Sophie blinking up at him in mild horror. ' _Oh, bugger it all! He totally does! He's got others just lined up and each one'll be worse than the last…'_

Sophie sighed in defeat, preferring to avoid the argument that had preceded her being dubbed with 'Annie', "Fine – Fine," she sighed and looked over at him again, "Just, honestly… Sparks?" she couldn't help but ask again, not seeing at all how he'd come up with that one… and silently wondering why she wasn't more irritated by it… in fact there was a tiny part of her that was… kind of… happy? Which made no sense to her, none whatsoever…

The Doctor beamed at her brightly rather thrilled at his success, "Yep!" he popped the 'p', his fingers shifting his grip on Sophie's so that he could interlace their fingers as the five of them continued to walk. All of them ignoring the shouts of Harriet Jones as she called after them desperately.

 ***O*O*O***

"Doctor?" Sophie called as she stepped into the Tardis, glancing about the console room only to see it empty and so she moved towards the stairs, "Doctor?!" she called again and could have sworn she heard the faint sound of his voice calling back, before she could call again a set of lights lit up illuminating a path for her. Sophie smiled gratefully, "Thanks Sexy," she murmured and moved to follow the path.

She found herself at the door to the large wardrobe, the ship swung it open for her prompting her to go inside. So, she stepped into the doorway, her gaze almost immediately landing on the Doctor as he examined his face in a full body length mirror. His gaze flicked to hers in the mirror and he turned with a smile, "What do you think?"

"I think…" Sophie murmured as she gazed at his new attire thoughtfully taking in the brown pinstripe suit he had on underneath the thick long brown coat, "That you look good," she decided.

The Doctor grinned rather pleased, before he turned and moved a little deeper into the wardrobe again.

Sophie blinked and stepped after him, "Doctor? Mickey's started to carve the turkey," she told him.

"Ah, so they sent you to come hurry me up, did they?" the Doctor called over his shoulder.

"To check on you," Sophie corrected as she glanced at a long scarf that she recognised from one of the pictures that Doctor had shown her, hanging from a coat rack, "You were in here a long while," she murmured as she reached out touching the material with gloved hands.

The Doctor shrugged as he came back towards her, eyes fond as he watched her look over his old scarf, "It's an important process, choosing a new outfit," he told her.

Sophie released the scarf and turned to look at him again, only to blink a little in surprise as a black leather jacket was draped over her shoulders. A jacket that she recognised, she stared down at it for a moment, before she turned slightly confused eyes up at the Doctor again.

The Doctor shrugged once again and offered her a small smile, "You said you'd miss my old face… so I kind of thought you'd like that,"

Sophie closed her fingers over the material of the leather, glancing down at it again, before back up at the Doctor, smiling as well, "I don't need a jacket to remember your old face," she murmured as she pulled it off her shoulders with a slow reluctance, "That fantastic old face of yours will always be up here," she gestured to her head.

She turned to the coat rack she was standing beside and hung it up, missing the slightly disappointed look that briefly moved across the Doctor's face. She turned back to him, "Sides, it's a bit big for me,"

The Doctor eyed the leather jacket he'd been so partial to in his previous body and nodded, "I suppose it is," he agreed, before turning his gaze back to Sophie eyeing her expression, "Was there anything else?" he asked.

Sophie shook her head, "Nothing that can't wait till after Christmas dinner,"

The two made their way towards the wardrobe door before the Doctor hesitated again and moved back into the wardrobe, Sophie staring after him curiously, "Can't forget these," the Doctor muttered as he came back with his borrowed jim-jams and dressing gown in his arms.

Sophie nodded, "No, I'm sure Howard would like to have them back," she agreed and the two started off again. Neither noticing as the black leather jacket shimmered briefly before disappearing off the coat rack entirely.

 ***O*O*O***

"Oh, it's about time!" Jackie called from the dinner table, getting up as she did so, "I almost thought that strange old ship of yours had swallowed you both whole," she exclaimed and the Doctor rolled his eyes in response.

Rose gave the Doctor a once over, with a slight frown, "Ooh, pinstripes," she murmured unsure what she thought of that particular style choice.

"What's wrong with pinstripes?" the Doctor asked a little indignantly.

Rose blinked glanced over at Sophie, then back at the Doctor, "Nothin'," she settled on. She supposed it suited the new man the Doctor had become.

"Wine, love?" Jackie offered Sophie.

"Please," Sophie murmured as she settled herself into her chair beside the Doctor and soon her plate was laden down with food, more than she thought that she could possibly eat, but she hadn't had the heart to tell Jackie no as she offered things that she had passed over as she filled her plate. The atmosphere was warm and merry and she laughed as Rose let out a startled sound at the loud bang the cracker she pulled with the Doctor made.

"Oh, that's yours," the Doctor insisted pushing the cracker towards the blond.

Rose pulled out a hat and grinned, "Oh, it's pink! Mum it should be yours," she exclaimed.

Sophie pulled one with the Doctor next and won again, but once again pushed the cracker towards her. Sophie smiled at the hat she pulled out, "Ah, red! I guess that means it should be yours then," she handed over to the Doctor, only to have another one to pull as Mickey turned to her, Jackie already breaking on Rose. There was another bang, this time she won and she pulled out another hat… another red one. She placed it on her head, her thick curly locks helping it to sit on her head without it falling into her eyes.

No sooner had Jackie and Mickey donned Christmas hats of their own Rose happened to glance over at the telly that had been left on and pointed at it, "Look, it's Harriet Jones," they all turned towards the telly, the Doctor reaching into his inside jacket pocket to pull out a pair of spectacles.

"Prime Minister, is it true you are no longer fit to be in position?" A reporter questioned.

"No," Harriet replied firmly, "Now, can we talk about other things."

"Is it true you're unfit for office?" the same reporter asked as the Doctor fitted his spectacles over his nose, his expression grim as he listened to the interview.

"Look, there is nothing wrong with my health," Harriet insisted, "I don't know where these stories are coming from. And a vote of no confidence is completely unjustified."

"Are you going to resign?" the same reporter continued to question refusing to be dissuaded.

The phone rang and Jackie was immediately out of her seat to go answer it.

"On today of all day, I'm fine. Look at me, I'm fine. I look fine, I feel fine," Harriet insisted.

Sophie eyed the image of the woman on the screen, "Honestly she looks kind of…" she trailed.

"Tired?" the Doctor suggested.

"Mmm, I was going to say harried, but tired works," Sophie murmured turning her gaze from the telly and blinked a little in surprise at the spectacles that the Doctor was wearing. She'd never seen those before… before she could ask about them Jackie came back in phone still in hand.

"It's Beth. She says go and look outside," Jackie told them and the Doctor pulled off his spectacles and tucked them back away in his inside jacket pocket.

"Why?" Rose asked confused.

"I don't know, just go outside and look. Come on, shift!" Jackie urged and the group made their way outside.

"Oh, it's beautiful," Rose breathed as she looked around at the white flakes that were falling from the sky and coating the ground, "What are they, meteors?" she asked the Doctor.

"It's the spaceship breaking up in the atmosphere. This isn't snow, it's ash," the Doctor replied and the smiles fell from his companions faces.

"Ok, not so beautiful," Rose amended and Sophie nodded her agreement as she silently continued to watch the ash fall.

"This is a brand new planet Earth. No denying the existence of aliens now. Everyone saw it. Everything's new."

Rose shifted a bit uncomfortably at his side, "And what about you? What are you going to do next?" she asked.

The Doctor shrugged, "Well, back to the Tardis. Same old life,"

Rose couldn't bring herself to meet his eyes as she asked tentatively, "Just you and Soph?"

The Doctor eyed her, "Did you not want to come?"

"No, I do!" Rose assured.

The Doctor gave her a look, "Do you, though?"

"Yeah!" Rose exclaimed with a grin, that faltered a little as the Doctor continued to stare at her sternly, "What?" she asked.

"If you do still want to come, you can't ask Sparks about," he glanced over at Mickey and Jackie, "About _that_ ,"

Sophie blinked, "You heard that too? We were in the kitchen," she exclaimed in surprise.

The Doctor glanced at her his expression lightening as he smiled at her, "I told ya, Sparks." He reached out and gently tugged at one of her ears, "I've got good hearing," he reminded her teasingly before releasing her ear and turned back to Rose his expression stern once again, needing to impart how serious he was.

Rose however, spoke before he could, "I wont!" she swore, "I didn't mean to ask then either. It just sort of came out…" she attempted to excuse a bit lamely, before she glanced around the Doctor to meet Sophie's gaze, "I know you're not a magic eight ball. And I won't ask again, not ever!" she promised her gaze shifting back to the Doctor and was relieved as his expression lightened.

The Doctor smiled rather relieved that he'd get to keep both of his companions, "Fantastic…" he trailed his tongue trailing over his teeth again.

Sophie stared at him, taking in his expression, "What?"

The Doctor shook his head, "Nothing Sparks," he assured and Sophie sighed as she grimaced a little. Yep, it was going to take her a bit to get used to 'Sparks'. It didn't help that she didn't understand why he'd chosen that of all things… and really was there something wrong with just calling her Sophie?

"Just getting used to these new teeth," the Doctor continued, "I bit my tongue earlier," he admitted sticking his tongue out a bit to show a small bite indentation on it.

Sophie blinked at it, "Ouch," she commented and the Doctor nodded his agreement.

Mickey moved closer to Rose who was watching the Doctor and Sophie with fond amusement, "You're never going to stay, are you?" Mickey asked drawing her attention, finding himself disappointed all over again, having allowed himself to hope that she'd choose to stay this time, after seeing her reaction to the Doctor's new face.

"There's just so much out there. So much to see… I've got to," Rose responded as she stared at him begging him to understand.

Mickey smiled at her sadly, but understanding all the same, "Yeah," he mumbled hands burying themselves in his pockets so that he could hide the tremble to them.

Jackie shook her head, "Well, I reckon you're mad, the three of you. It's like you go looking for trouble."

The Doctor rushed over to her throwing an arm around her shoulders, "Troubles just the bits in-between. It's all waiting out there, Jackie, and its brand new to me. All those planets… creatures and horizons… I haven't seen them yet! Not with these eyes…" he released Jackie to stand by Sophie and Rose again, "And it's going to be fantastic!" he grinned and Sophie and Rose grinned back at him. he held his hand out.

Rose eyed it, "That hand of yours still gives me the creeps," she murmured and the Doctor rolled his eyes at her in mild exasperation, before grinning again as Sophie got the hint and reached for his hand.

"I'm just glad it grew back," she murmured as she closed her fingers around his hand.

The Doctor nodded his agreement, "Yeah, that'd be a bit annoying, travelling about space and time one handed."

Rose crinkled her nose at that, "Yeah… creepy as it is. I'm glad it grew back too," she grinned at them and a moment of silence passed as they stared up at the still falling ash and the night sky, "So, where're we going to go first?" she asked breaking the silence.

"Er, that way!" the Doctor pointed up at the stars above them, "No… hold on…" he pointed again, this time a smidge more to the right of where he'd first pointed, "That way!"

Rose pointed with him, "That way?"

The Doctor nodded his agreement only for Sophie to shift a bit uncomfortably at his side, "Hmm?' he questioned as he lowered his hand.

"Um… actually," Sophie murmured feeling awkward, "Would you mind terribly if…"

The Doctor's face fell and his shoulders slumped, "You don't want to come?" he muttered, his hearts constricted as he wondered why he'd forgotten to ask her if she still wanted to… he'd just been so certain that she would… especially with Rose still travelling…

"What?! No!" Sophie spluttered drawing the Doctor's gloomy thoughts to a halt, "I still want to come," and the Doctor smiled in relief, "I was just…" she tucked a few unruly strands of curly hair back behind her ear, "I was just hoping we could stay here a bit longer… just until Christmas was really over…" she trailed her cheeks tinted pink as she stared at her feet. This was her first 'family' Christmas and… she wanted to savour it as long as she could.

"Oh! Course we can!" the Doctor assured, wanting to smack himself on the forehead for jumping to conclusions and not realizing earlier.

Rose nodded, "Yeah. It'd be nice to spend a bit more time with mum, and Mickey." she added glancing over at him.

Jackie grinned brightly, "Oh, wonderful! I've got pudding… store bought I'm afraid, I didn't have time to bake along with everything else…"

"All things considered that's probably for the best," the Doctor commented and leaned out of the way of the almost playful swat Jackie aimed at him.

"Oh, and I have rum custard in the fridge," Jackie added.

"And eggnog," Mickey spoke up brightening a bit at the prospect of them staying even just a bit longer.

Rose eyed him as the five of them began to make their way back inside of the Tyler flat, "Did you make it or mum?"

"I did!"

"More like he handed me the eggs," Jackie responded.

Rose grinned, "Yeah, that sounds about right."

"Does that mean it'll be good eggnog?" Sophie enquired of Rose careful to keep her voice quiet not wanting to upset Jackie.

"Mum makes a fairly good eggnog," Rose told her truthfully, "Sometimes slips a bit with the rum though," she whispered as the five disappeared back into the Tyler flat.

 ***O*O*O***

Hours later, as the sun crept higher and higher in the sky, creeping towards noon the Doctor was waiting a bit impatiently for his companions to come inside so that they could get going… get back to travelling the stars. He glanced up and smiled as Sophie stepped into the Tardis the door quietly clicking closed behind her.

"Rose'll be a little longer," she told him as she moved towards the console.

The Doctor nodded and eyed her curiously, leaning his back against the console, "So, this'd be a good time to ask about the ID?" and Sophie blinked at him, "That is what you wanted to ask about right? the thing that could wait till after Christmas?"

Sophie nodded, "Was there anything you didn't hear?" she asked as she dug into her wool jackets inside pocket, pulling out the card Jackie had received in the mail for her.

The Doctor shrugged, "Probably, but not much," he replied as he took the card from her to look it over.

"So, what's the verdict? How do I have the card when the paper's are still sitting in my room somewhere?"

The Doctor rubbed his chin, as he eyed it for a moment longer, "Well, it's fairly obvious," he hummed, "But first things. First we need to fill out that paperwork."

Sophie blinked, "Now?"

"May as well," the Doctor agreed and Sophie nodded eyeing him for a moment longer before she moved to go to her room to collect it, "Where you going?"

"It's in my…" Sophie turned back to him to see him wagging the stack of papers at her, "Oh… thanks Sexy." She murmured to the ship as she moved back to the Doctor, who'd pulled his spectacles out again, "Do you even need glasses?" she couldn't help but ask.

"Hmm? Sorry, reading," the Doctor replied hardly looking up as he sorted through the stack and Sophie shook her head at him, lips twitching upwards despite the paperwork that was in front of her.

And that was how Rose found them, pen scratching over paper as Sophie filled it in, the Doctor helping her where needed as they worked through what she needed to do…

 ***O*O*O***

Sophie shifted a little nervously as the police officer shifted through the paperwork she'd just handed over. The Doctor having landed the Tardis weeks into the past so that she could submit the paperwork in time for the ID card to arrive when Jackie had said it had.

"So, your Sophie Connolly?" the officer asked.

"Yep," Sophie replied.

The officer eyed her for a minute before nodding and letting out a resigned breath and a mutter of something that may have been like 'Hallelujah that Tyler woman'll stop calling' but Sophie couldn't quite catch it all. "Alright come with me, we'll get this filed and your new ID picture taken and you can be on your way… try not to lose this one in a bombed building, yeah?"

Sophie nodded, hands twisting together, "It's not on my to do list," she assured as she followed him deeper into the building…

It was with relief that Sophie headed back into the Tardis a few spots still dancing in front of her eyes, smiling at the Doctor and Rose who'd been waiting for her in the console room and the engines came to life as the Doctor sent his ship back up into the vortex with a push of a few buttons.


	4. Chapter 3 New Earth

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** Thank you to everyone who followed/favourited and reviewed last chapter and another thank you to **Saberbladeprime** for helping me out once again!

 **CHAPTER 3**

 **New Earth**

Sophie approached the console as the Doctor shrugged off his long coat and slung it carelessly over one of the supports.

"So, where are we going?" she asked curiously and the Doctor beamed a grin at her as he walked back towards the console.

Rose crossed her arms, resting a hip against the console as she shrugged, "Dunno… every time I asked he just grins," she pointed a thumb at him, "Just like he is right now," she murmured trying to look put out, but her own grin was ruining the effect, "I think he's trying to be all impressive,"

The Doctor shot her a look, "I don't need to try. I am impressive,"

Sophie cocked her head a little, a smile playing about her lips, "Oh dear… I'm getting a sense of déjá vu…"

The Doctor merely grinned again as he began to move about the console pushing buttons and turning knobs, before he pulled a lever with extra vigour, feeling rather excited about his first trip in his new body. "Pull that lever, will you?" the Doctor asked of Rose, the blond immediately reached for the lever in front of her and pulled it down.

"Am I holding it?" she asked.

"Nope," the Doctor replied and Rose retracted her hand allowing the lever to rise again, "Sparks, that knob, two turns, anti-clockwise," he told her with a pointing at one of the knobs on the console in front of her.

Sophie closed her hand about the knob and swiftly turned the knob twice and the Doctor quickly hit a button in front of him and the Tardis began to move through the vortex with a purpose rather than just drifting idly.

"And we're off!" the Doctor exclaimed jovially, grin still pulling up his lips as he hit a last button.

"Off where?"

"Where to?" Rose and Sophie found themselves asking simultaneously.

The Doctor grinned wider at his companions excited expressions, "Further than we've ever gone before."

 ***O*O*O***

Rose and Sophie stepped out of the materialized Tardis, looking with eyes filled with wonder at the sight of the massive city and the cars that were zooming through the air above their heads. The Doctor emerged a moment after them, coming to stand beside Sophie, "It's the year five billion and twenty-three… we're in the galaxy M87, and this… this is New Earth."

"That's Just…" Rose murmured, "That's just…" she tried again.

Sophie nodded still awestruck as she took in the world they were on, "Amazing?" she suggested, though she had a feeling it didn't quiet cover the entirety of what she was feeling in that moment, but it was probably closest she could get.

Rose nodded, "Yeah, that," she agreed with a small laugh.

The Doctor grinned at their reaction, "Not bad. Not bad at all!"

"I'll never get used to this. Never," Rose murmured and Sophie nodded her agreement, "Different ground beneath my feet," the blond started hopping in place, "Different sky…" she stopped hopping, "What's that smell?"

Sophie sniffed the air, "I'm getting apple… maybe…" she murmured as she glanced about for an apple tree, a slightly perplexed look crossing her face when she couldn't see one anywhere.

The Doctor crouched down and pulled a few blades of green grass and held them up for them to see, "Apple grass."

"Apple grass!" Rose exclaimed with a grin.

Sophie blinked and took a brief sniff of the grass clutched in the Doctor's hand, before she let out an amazed laugh, "That's just…" she shook her head as her shoulders shook with mirth.

"Amazing?" Rose suggested for her this time.

Sophie returned the blondes grin, "Yeah, that," she echoed Rose's earlier response and the two shared a laugh.

"Yeah, yeah!" The Doctor agreed as he dusted off his fingers, letting the blades of grass fall back to the ground.

"That's beautiful," Rose said with another grin.

"Gorgeous," Sophie agreed.

The two shared a look, "And completely impractical," they laughed again.

The Doctor grinned at them, "Smells good though."

"Oh, I love this!" Rose beamed and linked her arm through Sophie's, "Can I just say travelling with the both of you… I love it!"

"Me too!" Sophie replied with a beaming grin of her own.

"Me three!" the Doctor responded and Sophie glanced over at him as his hand slipped into hers, "Come on," he urged and in the next moment the three where running. Rose unlinking her arm with the brunette's so that she could more easily keep her feet.

 ***O*O*O***

Sophie lay in between the Doctor and Rose on his long brown coat, that had somehow elongated itself so that three of them could fit on it as they relaxed on it. The three of them staring up at the sky and what they could see of the city they were on the outskirts of. Cars continuing to zoom over their heads as they travelled over the water towards the city.

"So, the year five billion… the sun expands, the Earth gets roasted," the Doctor began to explain as unknown to them a metal three-legged spider with a single red eye scurried quietly closer.

"That was our first trip," Rose remarked with a smile.

"We had chips!" the Doctor recollected fondly.

"Uh-huh, with the yummy relish dip they gave us instead of tomato sauce 'cos they'd sold out," Sophie recalled and they laughed lightly at the memory.

"So, anyway…" the Doctor began again after a moment when their laughter had tapered off, "Planet gone, all rocks and dust, but the human race lives on, spread out across the stars. Soon as the Earth burns up… oh yeah, they get all nostalgic… big revival movement… but find this place!" the Doctor sat up so that he could get a better look at the view, "Same size as the Earth… same air… same orbit... lovely! Call goes out, the humans move in."

"It certainly sounds like something us humans would do," Sophie murmured contemplatively as she shifted a little so that she could lean back on her elbows.

Rose shifted to so that she was sitting up a bit more, "What's the city called?"

"New New York," the Doctor replied.

"Oh, come on!" Rose said sceptically.

"It's is!" the Doctor insisted, "It's the city of New New York!" the Doctor's expression turned pensive.

Sophie arched an inquisitive brow at him, "What?"

The Doctor smiled at her, "Well… strictly speaking, it's the fifteenth New York since the original, so that makes it New New New New New New New New New New New New New New New York… what?"

Rose smiled and gave her head a little shake, "You're so different."

"New New Doctor."

Sophie tilted her head at him, "Wouldn't that be New New New New New New New New New New Doctor?" she teased.

The Doctor pouted slightly, "Well, if you wanna get all technical about it."

Sophie smiled teasingly, "You're the one who was 'strictly speaking'."

Rose blinked as she finished mentally counting all the 'new's Sophie had said and her mouth fell open slightly as she processed, "So... that'd mean this is your 10th..." she trailed off as she continued to gape a bit in mild shock, her eyes met his and she couldn't help the 'are you kidding me' look she gave him.

The Doctor tensed slightly shrugged a bit, eyeing the blond with concern, "…Yeah."

Rose blinked at him a moment longer before she shook her head at him, "Strange you are," she remarked and the Doctor felt his shoulders relax.

Sophie giggled lightly, "The good kind of strange though," she told him with a smile and the Doctor grinned at her, whilst Rose rolled her eyes playfully at the two of them, a fond smile quirking her lips as she watched the two of them.

The metal spider scurried closer and came to a stop, it's red eye focused on the trio…

 ***O*O*O***

"Impossible!" Cassandra gasped as she stared at the image in the orb, "I recognize those children… their faces! Show me their faces!" she demanded.

"Closer, closer," Chip ordered the spider, "Faces! Faces! Faces!"

 ***O*O*O***

Rose looked away from the two, her gaze focusing on the city for a moment before she jumped to her feet and turned to them again, "Can we go visit New New York… so good they named it twice?" she asked with an eager grin.

The Doctor stood, "Well," he began as he offered a hand to Sophie, helping her to her feet, "I thought we might go there first," he replied with a gesture at a pair of elegant curved skyscrapers that were standing apart from the city and where on their side of the river. He bent to grab his coat that obligingly shrunk down again for him as Sophie and Rose looked at the building.

"Why?" Rose asked, "What is it?"

"Some sort of hospital," the Doctor replied as he began to fight with his coat the wind making it difficult to pull it on, "Green moon on the side…" Sophie who'd turned to look at him as he spoke moved to help him get his coat on, "That's the universal symbol for hospitals," the Doctor continued and dug a hand into his pocket to pull out his black wallet, "I got this," he showed them, "A message on the psychic paper."

Sophie squinted at the words that didn't quite want to appear to her, but with a mild effort managed to make out the words 'Ward 26 please come' that were scrawled across the paper. She raised her gaze up to him, eyes curious, "The psychic paper can receive messages from people?"

The Doctor grinned at her, "Yep! Not everyone can manage to though," he enthused brightly as he closed the wallet again, "And someone wants to see me."

"Hmm. And here I thought we were just sight-seeing," Rose teased lightly, "Come on, then," she linked her arm through Sophie's smiling brightly, "Let's go and buy some grapes."

Sophie glanced over at the Doctor who was on her right as the three walked towards the hospital, "Did the message come with a name?"

"Nope, but I'll find 'em," the Doctor said with confidence their eyes meeting as he grinned at her.

Sophie nodded returning the smile before she glanced away again with a confused scrunch to her brow as her stomach did that odd flip-flop summersault-y thing again completely out of the blue… it really was an odd sensation.

A short way a way, in the grass the metal spider watched them walk towards the hospital…

 ***O*O*O***

Cassandra gasped again, her skin that was once again lashed-up to a frame, trembling, "Sophie Connolly! And Rose Tyler! I knew it! Those dirty little assassins!" she gritted still rather sore over their first and last encounter. She'd been so close to getting away with it… to walking away with all those credits! She would have gotten away it too if it hadn't of been for that blasted Doctor and those to meddlesome kids!

"They're coming here, Mistress," Chip informed her.

"And they're both human? Pure human?" Cassandra asked, her eyes shifting pensively.

Chip nodded, "Yes… I believe so, Mistress."

Cassandra shot her eyes to him again, "Well, which is it? Yes or no?" she demanded.

"The brunette has some anomalies…" Chip began.

"Then the dirty blond will do…" Cassandra cut him off and sniffed, "I hardly want to contaminate myself if I don't have to…" she turned her gaze to the image of the three that was still being reflected in the orb, "This is beyond coincidence. This is destiny! At last I can be revenged on those two little…"

 ***O*O*O***

"Bit rich coming from you," Rose commented as the three of them stepped through the hospital doors and into the reception area.

"I can't help it," the Doctor insisted defensively, "I don't like hospitals… they give me the creeps."

"Never been overly fond myself," Sophie admitted, "Every time I'd go in for a check-up the heavy bleach and antiseptics smells would make my headaches ten times worse…" she scrunched her nose at the memory, "And they're all ways crowded," she muttered as she gazed about the reception area curiously, rather glad that at least in this area the scent of disinfectant and bleach were minimal, if not non-existent.

The Doctor smiled and took Sophie's hand in his own as he glanced over at the blond, "See, Sparks, gets it," Rose rolled her eyes good naturedly in response and turned her gaze to the reception area once again.

Sophie turned her head to look at him, "I said that I wasn't fond of them… not that they were creepy," she corrected and the Doctor pouted at her. Rose bit down firmly on her lower lip to keep from laughing out loud, not daring to even look at either of them in that moment, knowing that she'd laugh if she did.

"You'll see how creepy they are one day," the Doctor muttered.

Sophie blinked up at him again, "Travelling with you… anything's possible," she allowed.

The Doctor eyed her, "Was that scepticism I heard there, Sparkie?" the petite brunette shrugged a bit and raised her free hand and pinched her thumb and forefinger together, leaving only a small space between them. The Doctor huffed out a small laugh at that and squeezed her hand affectionately.

"The Pleasure Gardens will now take visitors carrying green or blue identification cards for the next fifteen minutes," a female voice announced through a speaker system, "Visitors are reminded that cuttings from the gardens are not permitted."

Rose glanced about the reception area once again, "Very smart. Not exactly NHS," she observed.

"No shop," the Doctor bemoaned as he cast his gaze about the reception area once again, "I like the little shop!" he definitely didn't like this hospital, it was creepy _and_ it didn't have a little shop!

Rose glanced over at the Doctor curiously, "I thought this far in the future, they'd have cured everything."

"The human race moves on, but so do the viruses. It's an ongoing war," the Doctor replied moments before one of the nurses wearing a wimple walked past them, giving them a polite nod… and for the first time Rose and Sophie caught sight of their faces.

"They're cats…" Rose murmured pointing after the nurse as she continued on her way.

"Big cats," Sophie agreed quietly, her fingers twitching in her gloves.

"Now, don't stare…" the Doctor chastised lightly, "Think what you look like to them," he reminded them.

"Ooh, I'm sure we look odd to them, all 21st century garbed and all," Sophie agreed forcing herself to tear her eyes away from the back of the retreating nurse.

"It wouldn't be the clothes," the Doctor replied with a grin, "It'd be the pink skin," he glanced about again, "That's where I'd put the shop," he gestured over Rose's shoulder, "Right there."

Sophie glanced over in the direction indicated, only for the Doctor to start walking his hand still clasped in hers, "Why there?" she asked curiously as they made their way towards the lift.

The Doctor shrugged, "Seems like a good spot for it," he said cheerily as they stepped into the lift, "Ward 26, thanks!"

 ***O*O*O***

"Override controls," Chip commanded.

 ***O*O*O***

Sophie frowned, "Hang on… where's…" she spotted Rose hurrying to catch them up.

"Hold on!" Rose called as she rushed towards the lift, the doors suddenly snapped shut, "Hold on!"

"Oh, too late," the Doctor said with a mild frown as the lift began moving, "We're already going up," he called down to her.

Rose glanced about, before looking up at the two that were staring down at her from behind the glass of the ascending lift, "It's alright, there's another lift!" she called to them as she rushed over to the second lift and pressed the button to call it.

"Ward 26," the Doctor reminded her, "And watch out for the disinfectant."

Rose frowned straining to hear, "Watch out for what?" she called back.

"The Disinfectant!" the Doctor shouted back.

"The what?!" he and Sophie heard Rose's faint voice shout back.

"The disin…" the Doctor shook his head, "Oh, you'll find out." He glanced over at Sophie when she tapped him on the arm a moment later.

"Disinfectant?" she queried.

"Hmm? Yes, what about it?"

Sophie frowned at him, "Why do we need to watch out for it?" she pressed.

The Doctor scratched at the back of his head, "Ah… well…" he trailed as a voice came over the speaker.

"Commence stage one disinfection."

Sophie stiffened and let out a surprised squeal as not a moment after a green light flashed, a disinfectant shower drenched them and she stumbled back only for the Doctor to reach out a hand to steady her, glancing over at her with amusement as he calmly worked the spray through his hair with the other.

Sophie caught the amused look he gave her and her eyes narrowed on him slightly, only to be caught off guard as the spray finished and a puff of white powder hit them, making her flinch slightly and splutter a bit and caught the soft sound of what had to be a muffled chuckle from the Doctor that had her shooting another glare at him. _'Jerk-Mc…'_ she cut the thought off… swallowing a bit thickly… she didn't think 'Jerk-Mc-Jerk face' suited him anymore… not with his new face… his new personality…

The green light flashed again and Sophie flinched half-expecting to be doused again, only for a dryer to engage and warm air to suddenly be rushing over them. She spied the Doctor spreading his coat out and she mimicked the action, wanting her wool jacket to dry, not to mention her shirt underneath.

The lift doors opened and the two stepped out, Sophie quickly organizing her curls into some form of order once again, "Well, I never thought I'd have a shower in an elevator," she exclaimed a bit bemusedly.

"Bit of an experience," the Doctor agreed, "Bit creepy perhaps?"

"No, but I'm certainly not growing any fonder," Sophie muttered, before she narrowed her eyes on him again a bit suspiciously, "Coulda used a bit of a warning…"

"I did!" the Doctor protested, "I said 'watch out for the disinfectant'."

Sophie continued to look at him quietly, an eyebrow arching and the Doctor smiled at her all innocence. The look had her eyes narrowing on him again… he had… he totally did that on purpose… _'Oh… you… you, git!'_ she mentally huffed as she rolled her eyes at him in mild irritation and crossed her arms.

The Doctor's smile shifted from innocent to fond, his brown eyes warm as he continued to stare at her and in the next moment he reached out and lightly bopped her on the nose with the tip of a finger.

Sophie stared at it for a moment, the last of her irritation fading away to nothing as he lowered his hand again and she couldn't help but be amused and she let out a light laugh that had the Doctor's fond smile widening into a grin, one that Sophie returned.

"Come on, let's go find who wants to see me, then we can go explore New Earth… maybe try the chips," he suggested hopefully.

Sophie nodded, "Sounds good," her expression turned a bit thoughtful as they started down the short hallway towards the double doors that were clearly marked as the entry into Ward 26.

"What?" he asked curiously.

Sophie blinked and then smiled at him enthusiastically, "Oh, I'm just wondering what types they have now."

The Doctor nodded smiling brightly, "Oh, I bet they have all sorts from salty-vanilla original to spicy cosmos and probably even the old Earth classic…" he trailed as he noticed the look Sophie was giving him, "What?"

"…Spicy cosmos?"

"Very spicy… and with a hint of that cosmos feeling… every spice fanatics favourite," the Doctor replied.

"…And salty-vanilla original?" Sophie questioned next with a slight scrunch of her nose.

"A classic. Not to be confused with salty-vanilla-caramel…" he took in her expression and grinned in amusement, "Both better then they sound. I always liked salty-vanilla original myself."

"Huh…" Sophie murmured musingly, "I thought you would have been a salty-vanilla-caramel fan."

"Why?" the Doctor smirked, "Cos, it's sweeter?"

"No… cos it sounds the stranger of the two," Sophie replied.

The Doctor's smirk faded and he pouted at her, "Oi!" he grumped a little, only to smile again as Sophie grinned teasingly at him, her blue eyes alight with her amusement.

"Cheeky…" he muttered under his breath as they stepped through the doors and into the ward and a voice came over the speakers in response to their entry.

"Please report to reception."

And a few moments later the two were being escorted through the ward by a veiled nurse. "Nice place," the Doctor commented as he glanced around them, "No shop, downstairs. I'd have a shop. Not a big one, just a shop. So, people can… shop."

The nurse removed her veil and levelled an unimpressed look at the visitors, "The hospital is a place of healing," she informed them rather shocked at the mere suggestion of a shop.

"A shop does some people the world of good," the Doctor commented, "Not me. Other people…"

Sophie shrugged, "True, but I always preferred a book to retail therapy…" Sophie trailed as the nurse led them past a patient whose skin had turned completely red, the sight distracting her.

"The Sisters of Plentitude take a lifelong vow to help, and to mend…" The nurse informed them as they continued on.

They came upon a bed with an extremely obese man whose skin had become a sickly grey. A primly dressed woman with a stern appearance about her stood by his bedside.

"Excuse me!" the woman bristled as she noticed them glancing at the man on the bed and moved around the bed towards them, "Members of the public may only gaze upon the Duke of Manhattan with written permission from the Senate of New New York."

"That's Petrifold Regression, right?" the Doctor asked with a nod at the Duke.

"I'm dying, sir," the Duke replied, "A lifetime of charity and abstinence, and it ends like this."

"Any statements made by the Duke of Manhattan may not be made public without official clearance," the woman jumped in, eyeing the two like a hawk.

"Frau Clovis!" the Duke exclaimed with a pained wheeze and the woman was immediately back at his side grasping his hand, "I'm so weak."

Clovis turned to the nurse that was escorting them, "Sister Jatt!" she exclaimed outraged, "A little privacy, please."

Sister Jatt lead them away from the ailing Dukes bedside, "He'll be up and about in no time."

Sophie began to nod, glad that the Duke would be making a recovery only to pause mid nod as the Doctor spoke.

"I doubt it," he glanced over at Sophie who had turned questioning eyes up at him, "Petrifold Regression? He's turning to stone. There won't be a cure for…" he's gaze turned pensive as he thought about it, "Oh… a thousand years? He might be up and about, but only as a statue…" and Sophie grimaced sympathetically and glanced back towards the bed the Duke was laying in… that didn't sound pleasant at all.

"Have faith in the Sisterhood," Sister Jatt's soft voice drew Sophie's attention back to her, "But is there no one here you recognise?" she asked and the Doctor began to look around the ward again, "It's rather unusual to visit without knowing the patient."

"No," the Doctor spoke and Sophie followed the direction of his gaze, her eyes catching on the same thing his had and her eyes widened in recognition, "I think I've found him."

Sister Jatt followed the visitors over to the Face of Boe, "Novice Hame… if I can leave our visitors in your care?"

"Oh, I think our friend got lost," the Doctor turned to Sister Jatt, "Uh, Rose Tyler. Could you ask at reception?"

"Certainly, sir," Sister Jatt turned to leave.

"Thank you," Sophie murmured gratefully as she glanced back in the direction they'd come. It was odd that Rose still hadn't joined them.

Sister Jatt looked back at her and inclined her head slightly, "Madam," she murmured in return, before she turned away once again and walked away.

"I'm afraid the Face of Boe's asleep," Novice Hame told them as the two moved a bit closer to the patient entrusted to her care, "That's all he tends to do these days. Are you friends, or…"

"We met just the once on Platform One," the Doctor replied as Sophie knelt down by the face. The Doctor glanced at Novice Hame, "What's wrong with him?"

"I'm so sorry," Novice Hame murmured gently, "I thought you knew. The Face of Boe is dying."

"Of what?" the Doctor asked as he and Sophie both turned their heads to look at her in shock and surprise.

"Old age," Novice Hame sighed sadly, "The one thing we can't cure. He's thousands of years old. Some say millions, although that's impossible."

"Oh… I don't know," the Doctor murmured with a smile that was tinged with sadness, "I like impossible."

"Me too," Sophie murmured quietly as the Doctor knelt down beside her.

The Doctor smiled at her, before he looked to the Face of Boe again, "I'm here. I look a bit different, but it's me… it's the Doctor. And I've got Sophie with me… you met her on Platform One too,"

"Hello," Sophie murmured softly, "I took your advice…" she glanced over at the Doctor who was giving her a curious look now, "It took a little while, but I let the Doctor help me,"

The Doctor glanced over at her mildly surprised, "He spoke to you?" he asked curiously, he hadn't known that.

Sophie glanced over at him, "Briefly… he um…" she glanced over at Novice Hame who was watching them, before turning her gaze back to the Doctor, "He gave me some advice and then… got kind of, uh… cryptic."

The Doctor blinked and glanced over at the Face of Boe curiously, before focusing on Sophie again, "Cryptic?"

"Yep."

"Cryptic how?" the Doctor pressed curiously.

Sophie blinked and arched a brow at him, "Just cryptic…" she frowned thoughtfully, "He said something about me being young…"

' _That's none of your business Doctor_ ,' a projected tired strained voice spoke into their minds, cutting Sophie off as she blinked in surprise as she turned her attention back to Boe, _'And not why I asked you here…'_ the Face of Boe's voice trailed.

"Face of Boe?" Sophie asked as his silence stretched.

Novice Hame checked him and sighed sadly again, "He's fallen asleep again," she informed them.

"Well that's just…" the Doctor trailed as he opened and closed his mouth a few times.

Sophie blinked at him a little quizzically, "Are you pouting?"

"No," the Doctor responded, but jutted out his lower lip out at her in a definite pout, getting a light chuckle from Sophie.

 ***O*O*O***

"Hope, harmony and health. Hope, harmony and health."

Sophie heard over the speaker system as she stood by the Face of Boe, across from Novice Hame as she moved her fingers over the holographic pad of her mobile, typing out a brief text message to Rose. She was slipping her mobile back into the inside pocket of her woolly jacket when the Doctor walked back over to them a cup of water in each hand. He handed one over to Novice Hame who took it gratefully.

"That's very kind," she murmured as the Doctor stepped over to Sophie, "There's no need."

The Doctor smiled kindly at Novice Hame, "You're the one working," he replied as he handed the other cup to Sophie.

"Thanks," the brunette murmured gratefully.

"There's not much to do," Novice Hame admitted, "Just maintain his smoke. And I suppose I'm company. I can hear him singing, sometimes, in my mind… such ancient songs…"

"Are we the only visitors?" the Doctor asked.

Novice Hame nodded, "The rest of Boe-kind became extinct, long ago. He's the only one left. Legend says that the Face of Boe has watched the universe grow old," the Doctor smiled, "There's all sorts of superstitions around him. One story says that just before his death, the Face of Boe will impart his great secret, that he will speak those words only to those who are like himself."

"What does that mean?" the Doctor asked with a frown.

Novice Hame shook her head, a little self-consciously, "It's just a story."

"I love stories," Sophie murmured encouragingly.

"Tell us the rest," the Doctor urged.

Novice Hame stared at them a moment longer before she relented at seeing their open curiosity, "It's said he'll talk to a pair of wanderers. To a man without a home and a woman who has never known hers. The Lonely God and The Lost Girl."

The Doctor frowned lightly, he'd recognized himself easily enough… and the woman… he glanced at Sophie… it was possible, that that was her. There were many types of 'home' after all… and she'd never known her family… feeling his gaze, she glanced up at him, blue eyes flecked with hazel meeting his curiously. He offered her a soft smile, hearts beating a little faster in his chest as she smiled back at him, eyes still silently questioning him.

"This is of course, just a story…" Novice Hame reminded them as she observed their reaction to her story.

The Doctor and Sophie looked over at her. The Doctor nodding, "Yep – just a silly old story," he agreed, and winked at Sophie as she sent another slightly bemused questioning look his way.

 ***O*O*O***

Cassandra stood in front of a mirror examining herself with something akin to horror, "Look at me!" she cried, "From class to brass… Although," she pulled down the zipper of the shirt a little more and felt along her new curves, "Oh… curves… oh, baby," she hopped up and down, Chip copying her, "It's like living inside a bouncy castle!"

"Mistress is beautiful," Chip told her with an ecstatic grin.

Cassandra winked at him, "Absolutement!" she turned her gaze back to her old skin that was now faded and cracking, "Oh, but look…"

"Oh…" Chip frowned as he examined it, "The brain lead expired… my old Mistress is gone," he murmured sadly.

"But safe and sound in here," Cassandra reassured him tapping her head…gosh it felt weird to have fingers again.

Chip turned back to his Mistress, "But what of the Rose child's mind?"

"Oh… tucked away…" Cassandra replied, "I can just access the surface memory," she paused again, her expression a little thoughtful as she gleaned what she could of Rose's surface memory, "She's… she's still with that Sophie brat and… that man… gosh! He's the Doctor! The same Doctor with a new face!" Cassandra scowled, "That hypocrite!" she turned back to the mirror she'd been examining her new face in, "I must get the name of his surgeon. I could do with a little work. Although," she murmured thoughtfully as she felt her new bum turning herself so that she could check it out in the mirror, "Nice rear bumper… hmmm."

 ***O*O*O***

Sophie watched the Doctor as he patted his coat pockets, "Phone," he muttered, "Phone… phone… phone…" he dug his hand in deeply, "I swear I put it in this pocket… maybe…" he swapped pockets checking the other.

"Did you lose it, maybe?" Sophie asked as she watched him continue to search his pockets with a growing frown.

"Um," the Doctor glanced over at her, "I don't think so… but…" his expression turned pensive, "Maybe… maybe…" he muttered as he reached into his inside suit jacket pocket, frown deepening as he dug about… "Ah-hah!" he cried in triumph as his fingers closed about a phone shaped item and he drew it out, "See, haven't lost it!" he grinned at Sophie.

Sophie blinked at the item he was holding, before turning her gaze back to his triumphant face, "Um, Doctor… that's not a phone… that's uh… I don't know what it is…"

The Doctor blinked and then actually looked at what he was holding, "…oh… my mistake…" he mumbled as he stared at what he was holding in confusion.

"What is it?" she asked curiously.

"Uh… it's a, um…" the Doctor shook his head, "Something that has no business being in my pocket!" he tossed it into a nearby bin, and started his search again… "I can't have lost it… stupid pockets…" Sophie heard him mumble just before he gave up and started looking around the Ward.

Sophie shook her head at him slightly and reached into her own jacket pocket as the Doctor started away from her with another exclamation, "Doctor," she called after him making him pause and turn back with a questioning look.

She waved her mobile at him and the Doctor grinned and quickly moved back over to her, "She didn't reply to my text, but maybe she'll answer her phone…" she pressed a couple of buttons, using the feature that was reminiscent of the 'speed-dial' function in her home century to quickly dial the blondes number as she raised the small device to her ear and blinked a bit as the Doctor shifted closer to her, before she shrugged a little and held the device so that it was between them enabling the Doctor to easily be able to hear.

The phone continued to ring and for a moment Sophie wondered if it'd go to voicemail… when the call finally connected, "Rose, where are you?"

"Uhm… wotcha…" came a delayed response that had Sophie blinking, never had she heard the blonde say 'wotcha'.

"Where've you been?" the Doctor asked, "How long does it take to get to Ward 26?"

"I'm on my way, governor." Sophie frowned slightly mouthing 'governor' as Rose continued to talk, "I shall proceed up the apples and pears."

"You'll never guess," the Doctor exclaimed with excitement, "Sophie and I are with the Face of Boe. Remember him?"

"Of course, I do…" came the brisk somewhat clipped response and Sophie frowned a bit deeper with confusion, "That… big old boat… race…" Rose's voice grew softer and trailed.

Sophie opened her mouth making to say something when the Doctor distracted by the exclamations of joy coming from Duke of Manhattans sickbed, "We'd better go… see you in a minute." And Sophie blinked as without even a goodbye Rose hung up.

"That was a little odd…" she trailed as the Doctor stepped away moving towards the celebrating Duke. She followed, tucking her phone back into her pocket.

"Didn't think I was going to make it," the Duke was saying, before he caught sight of the two approaching, "It's those two again! My lucky charms. Come in," he beckoned them, "Don't be shy."

"Any friendship expressed by the Duke of Manhattan does not constitute a form of legal contract," Clovis a flute of champagne clutched in one hand, quickly informed them.

"Winch me up. Up!" the Duke ordered merrily giving his guests a thumbs up as Clovis pressed a button that had the bed beginning to tilt up, "Look at me. No sign of infection."

A waiter approached the two, "Champagne, sir? Madam?"

"No, thanks," the Doctor declined.

Sophie shook her head, "None for me," and the waiter nodded moving away again.

"Uh… You had Petrifold Regression, right?" the Doctor asked the Duke as he took in the man's sudden state of health with surprise… it shouldn't have been possible… not for another thousand years at least…

"'Had' being the operative word!" the Duke declared gleefully grinning broadly at his guests, "Past tense. Completely cured."

"But that's impossible…"

"Primitive species would accuse us of magic," An older nurse said as she approached them, having caught the end of the conversation, "But it is merely the tender application of science."

The Doctor turned to her, "How on Earth did you cure him?"

"How on New Earth, you might say."

"What's in the solution?" the Doctor pressed her.

"A simple remedy," the nurse replied.

"Then tell me what it is."

"I'm sorry. Patient confidentiality," the nurse eyed him, "I don't believe we've met. My name is Matron Casp."

"I'm the Doctor."

"I think you'll find that we're the Doctors here," she turned her gaze to the petite brunette beside him, "And you? I haven't seen you here before either."

"Oh, I'm Sophie."

Sister Jatt approached, "Matron Casp, you're needed in Intensive Care."

Matron Casp turned away from the visitors, "If you would excuse me," she said to them as she walked away with Sister Jatt.

Sophie watched them for a moment before she shifted a little closer to the Doctor so that she could whisper, "When you say impossible...?"

The Doctor glanced down at her, "I mean it should be completely…" he murmured lowly and he took her hand in his and they moved away from the Duke of Manhattans bed, glancing about, "Where is that girl?" he muttered still not seeing the blond.

 ***O*O*O***

"This Doctor man is dangerous," Chip warned his Mistress as she fixed herself up in the mirror.

"Dangerous and clever," Cassandra glanced over at Chip briefly before going back to her reflection, "I might need a mind like his. The Sisterhood is up to something. Remember that Old Earth saying, never trust a nun? Never trust a nurse. And never trust a cat," she turned to Chip, "Perfume?"

Chip pulled a small bottle of the perfume out of his pocket and handed it over. Cassandra tucked the vial down her cleavage, before she gave herself a last once over and strode out of the room with purpose.

She could fool the Doctor and that little brunette hussy. It would be no trouble at all…

 ***O*O*O***

"It was a perfectly normal blood wash," Sister Jatt informed Matron Casp as they walked through a dimly lit area approaching one of the many green-lit bulkhead doors, "And all of a sudden it started crying. It's this one," she opened the door so that they could peer inside, eyes immediately going to the male patient within as he reached out to them.

"Please, help me," he begged weakly.

"Look at the eyes," Sister Jatt urged Matron Casp ignoring the patients plea entirely, "So, alive."

"Positively sparkling!" Matron Casp agreed.

"Please, where am I?" the patient asked once again going ignored.

"Speech!" Matron Casp exclaimed with surprise, "How can it even have a vocabulary?" she wondered.

Sister Jatt shrugged, "Sister Corvin's written a thesis on the migration of sentience. She calls it 'The Echo of Life'. It's well worth a read."

"Help me," the patient pleaded again staring up at the two cat nurses.

"I've seen enough, thank you," Matron Casp remarked with a disgusted grimace at the diseased ridden patient. Sister Jatt promptly closed the door on the pleading patient leaving him in the dark once again, "If this happens again, we might have to review our brain stem policy," Matron Casp commented as she started off back down the rows luminous green bulkhead doors they'd passed previously.

"And what should we do with the patient?" Sister Jatt asked.

"Standard procedure. Incinerate," Matron Casp ordered dismissively.

Sister Jatt nodded and at the end of the row she reached out and grasped a handle and pulled it and the pod-like-cell the male patient was in lit up, both cat nurses ignored the terrible agonized scream that came from the pod as they continued on their way.

 ***O*O*O***

"Ambient temperatures stands at fourteen degrees," the female voice came over the speakers again, "This temperature is designed to promote healing and well-being."

Cassandra stepped into Ward 26, her hands patting her hair into place, the strands soft under her hands… it'd been so long since she'd had hair… she'd forgotten how nice it could be… and troublesome. Her gaze found the Doctor as he examined the drips, a pair of spectacles resting on the bridge of his nose. She almost wanted to snort at the old far outdated technology. Honestly why go to the trouble of changing your face so much, getting all that work done and still being stuck with something as ridiculous as spectacles… though they did suit him she supposed…

The petite brunette beside him turned her head then as if sensing her gaze and blue eyes met hers and the other woman beamed at her brightly.

"Finally!" she called out and the Doctor turned away from the drip to look over too.

"There you are!" he said with light exasperation and beckoned her over with an enthusiastic wave.

Cassandra fought down the urge to roll her eyes and instead forced a smile as she swaggered over to the pair.

"You took your time," Sophie commented, "I thought I was the space-cadet?" she teased lightly.

Cassandra flipped the blond locks she was now calling her own, "Can't rush brilliance darling," and Sophie blinked at her confused all over again by the blond.

"Come and look at this patient!" the Doctor urged and guided both of his companions over to the patient with red skin, "I showed Sparks this earlier," he chattered, missing the somewhat confused look that crossed of Rose's face as he pulled off his glasses and tucked them away, "It's Marconi's Disease. Should take years to recover. Two days. I've never seen anything like it. They've invented a cell washing cascade! Their medical science is way advanced. And this one…" he led them over to another patient this one as white as his hospital gown.

"Pallidome Pancrosis. Kills you in ten minutes, and he's fine," the Doctor waved cheerily at the patient who turned his head to look at them at the sound of his voice. The Doctor turned to his companions as they began walking. "I need to find a terminal. I've got to see how they do this," the Doctor continued whilst Sophie eyed Rose with continued confusion… noticing an odd change to blonde's stride as they walked, making her confusion and concern grow, "Because if they've got the best medicine in the world… then why is it such a secret?" he wondered.

Cassandra stopped, "I can't Adam and Eve it."

"Huh?" Sophie questioned as she and the Doctor stopped too both staring at her confused.

"What's… what's with the voice?" the Doctor asked as he eyed the blond with curious, but mildly confused eyes.

Cassandra stared at them belatedly realizing that she may have messed up a little, "Oh… I don't know," she waved off airily, "Just larking about. New Earth… new me," she breathed staring at the Doctor intently, ignoring the confused look Sophie was still levelling at her.

"Well, I can talk. New new Doctor," he said with a grin.

"Mmm…" Cassandra nodded as she gave him a far from innocent once over, "Aren't you just…" and in a move that shocked the Doctor stiff she reached up grabbing his face and pulling him into a hard kiss. Cassandra pulled back from the visibly shocked Doctor and licked her lips, "T-Terminals this way," she informed them slightly breathless as she walked off in the direction of the terminal.

The Doctor stared after her a moment, before he stiffened in horror, his hearts pounding horribly against his ribcage as turned to Sophie who wasn't looking at him, but rather at Rose's retreating back, "Uhm… Sparks… I um… I didn't…"

Sophie pulled her concerned gaze from Rose's retreating back to look at the Doctor, "It's not just me, is it?" the Doctor stared at her confused, hearts in his throat, "There's something odd going on with Rose?"

The Doctor blinked a little thrown for a moment… "Oh… um… yes… I suppose… yes…" he cleared his throat, "Odd… definitely odd…" he touched his lips with a bit of a grimace even as he internally wilted, in that moment he wasn't sure what was worse… Sophie misunderstanding what had happened or not seeming to care at all…

As they began to walk after Rose, Sophie swallowed, her gloved hands clenched at her sides tightly. She didn't understand it… not at all… but there was a horrible sick feeling churning in her stomach… and it felt awful... absolutely awful… she turned her mind from the feeling however, and did her best to stomp it down into nothing… so that she could focus on Rose. She was concerned for the blond… she was acting so odd… right down to her walk…

The Doctor subtly wiped off his lips again and glanced over at Sophie, hearts beginning to calm in his chest and slowly he reached out and brushed his hand against hers and when she didn't react negatively he grasped it in his own and felt a small amount of relief as her fingers easily clasped about his, "I didn't kiss her back," he blurted and grimaced slightly, he hadn't meant to say that, but he ploughed onwards as Sophie glancing up at him again, "She just kind of grabbed me…" he trailed as Sophie nodded.

"Yeah… I saw…" Sophie murmured, "Kind of out of character… I mean she's flirted before… but I've never seen her kiss anyone other than Mickey…"

The Doctor nodded, "It is a bit," he acknowledged and the two turned their gazes to Rose.

From where she was standing, impatiently waiting with her arms crossed Cassandra eyed the two and huffed under her breath as she scowled in mild irritation, eyeing the petite curly haired brunette critically. There was no accounting for taste, it seemed. She cleared the annoyance off her face and did her best to smile like she thought Rose would at the two as their gazes focused on her, it wouldn't do to give the game away… and it wasn't like she actually wanted the man anyway, but it would have been useful if she'd been able to wrap him about her finger, but it seemed the little brunette tramp had done that already.

 ***O*O*O***

Out in the waiting room of Ward 26 Sophie stood beside Rose as the Doctor used the terminal, their eyes fixed to the screen as he glanced over the hospital details he'd brought up, "Nope…" he declared, "Nothing odd… surgery… post-op… nano-dentistry… no sign of a shop… they should have a little shop."

"We'll file a complaint slip on the way out," Sophie replied and then blinked contemplatively, "Do they still have those?" she wondered.

Cassandra rolled her eyes as the Doctor smiled at the brunette and made a sound of affirmation. Honestly the two were sickeningly sweet, missing the brief concerned and confused look said brunette sent her as she started to pace, "Forget the shop, and focus…" she snapped earning another look from both the Doctor and Sophie at her uncharacteristic reaction, "There's something missing!" she remarked, "When I was downstairs, those nurse cat nuns were talking about Intensive Care. Where is it?"

The Doctor turned his gaze back to the screen, "You're right. Well done."

Cassandra stopped pacing, "Why would they hide a whole department?" she muttered.

Sophie tugged curled her fingers into the ends of her hair, "And what are they doing in there that they feel the need to hide it?" she questioned softly.

"It's got to be there somewhere," Cassandra commented, "Search the sub-frame," she ordered the Doctor.

The Doctor blinked and fought the urge to raise his brows at his blond companion, even as he eyed her contemplatively his mind working, "What if the sub-frame's locked?" he questioned.

Cassandra gave him a look, "Try the installation protocol" she stated impatiently.

' _Doctor, how did she know that?'_ Sophie projected to him as she eyed the blond beside her.

' _I'm not sure…'_ the Doctor responded.

Sophie blinked glancing at him, _'But you're working on a theory?'_

"Yeah," the Doctor spoke out loud staring at Rose still.

' _Follow my lead?'_ he projected.

"Sorry," he apologized out loud.

' _Ok,'_ Sophie responded without hesitation.

A line of tension in the Doctor's shoulders relaxed marginally as he turned back to the terminal, "Hold on," he pulled out his sonic screwdriver and pointed it at the interface and with a quick buzz he had the whole wall sliding down to reveal a corridor.

The Doctor and Sophie watched as 'Rose' smiled and walked right into the revealed passageway. He exchanged a brief look with Sophie before they followed the blond into the corridor.

"Intensive Care. Certainly looks intensive," the Doctor remarked as he glanced about the corridor they'd entered.

 ***O*O*O***

The three headed down a staircase, the blond still ahead of them. They stepped off the last stair and into a huge cavernous room that was lined with cells with green luminous bulkhead doors… hundreds if not thousands of them… row after row after row… just going on and on… or at least that was how it appeared to Sophie's eyes as she peered about the dimly lit room.

The Doctor stopped by one and opened it and their eyes landed on a man who was covered in boil-like pustules his skin a sickly colour and surrounded by a strange smoke – just staring at them with eyes that were dull and almost lifeless and yet filled with pain.

Cassandra made a disgusted face at the sight of him, "That's disgusting," she remarked, her tone echoing the disgust on her face her lips twitching down into a sneer, "What's wrong with him?" she demanded to know taking a small step back from the man in the cell.

"It's horrible…" Sophie murmured sadly as she stared at the man who barely seemed to register them, or maybe he didn't at all.

"I'm sorry," the Doctor murmured, "I'm so sorry," he apologized, a simmer of anger beginning to bubble as things started to click into place. He closed the door of the cell-like pod and shifted over to the next one.

"Why would they do thi…" Sophie began only for the blond to cut her off as the Doctor opened a second pod.

"What disease is that?" Cassandra demanded to know eyeing the revealed woman who looked no better than the man, two fingers pinching her nose as she stared with equal disgust, missing the look Sophie shot her for her callous tone.

"All of them," the Doctor replied solemnly drawing Sophie attention again, "Every single disease in the galaxy. They've been infected with everything."

"Everything…" Sophie murmured aghast, her eyes widening as she processed what he'd said… 'they've been infected' as in deliberately… but that was… "Ooh…" she breathed out with mounting horror and sadness as she stared at the rows of pods again… all of them… she felt sick!

"What about us?" Cassandra demanded and Sophie shot her another look, "Are we safe?"

"The airs sterile," the Doctor replied, "Just don't touch them," he warned before he closed the lid of the pod and moved to look over the railing Sophie and Rose following… the brunette's eyes widening further at the sight of all the others… so many… it appeared endless. She felt the Doctor's mind brush across hers soothingly and she brushed back as his hand came to rest over hers giving it a brief squeeze.

"How many patients are there?" Cassandra wondered.

"They're not patients," the Doctor responded his voice cool with his simmering anger.

"But they're sick," Cassandra pointed out.

Sophie swallowed thickly, "Yeah… sick and locked away down here."

"They were born sick," the Doctor stated angrily, "They're meant to be sick. They exist to be sick. Lab rats. No wonder the Sisters have got a cure for everything. They've built the ultimate research laboratory. A human farm."

"Why don't they just die?" Cassandra asked with a shake of her head.

"Plague carriers. The last to go." The Doctor replied.

"It's for the greater cause," the voice of Novice Hame came from down the corridor and the three turned to look at her.

"Novice Hame, when you took your vows, did you agree to this?" the Doctor asked as he eyed her coldly.

"The Sisterhood has sworn to help," she replied simply.

"What, by killing?!" the Doctor couldn't help but shout incredulously.

"But they're not real people," Novice Hame responded her voice gentle.

"Not real?" Sophie asked with a furrowed brow, "They look real to me… and in pain!"

"They're specially grown," Novice Hame said her voice still gentle in an attempt to be soothing, "They have no proper existence."

"What's the turnover, hmm?" the Doctor demanded to know as he advanced on her dangerously, "Thousand a day? Thousand the next? Thousand the next? How many thousands? For how many years? How many?!"

"Mankind needed us," Novice Hame replied sidestepping the question, knowing that whatever answer she gave, the angry man before her wouldn't be appeased… so it would be better to say nothing on it… for there had been many and for so long… "They came to this planet with so many illnesses. We couldn't cope. We did try," she attempted to assure, "We tried everything. We tried using clone-meat and bio-cattle… but the results were too slow, so the Sisterhood grew its own flesh. That's all they are. Flesh."

'Too slow…' Sophie mouthed as she stared at Novice Hame with a frown… she glanced at what she could see of all the pods… millions of pods… each one keeping a suffering human being trapped… all of them suffering and alone in the dark because results had been to slow… her stomach churned sickeningly and her blue gaze hardened as she turned them back to Novice Hame who was still regarding them calmly.

"These people are alive!" the Doctor told her firmly, eyeing her with increasing disgust.

"But think of those humans out there, healthy… and happy, because of us," Novice Hame urged, her voice still gentle and soothing.

The Doctor glared at her, "If they live because of this, then life is worthless."

"But who are you to decide that?" Novice Hame questioned.

"Who are you to decide that this is ok?" Sophie rebutted incredulously gesturing at rows of pods.

"We are the Sisterhood – we vowed to heal the sick long before humans settled here," Novice Hame replied calmly easily meeting the brunette's condemning gaze.

The Doctor stepped forward, "Well, I'm the Doctor," he stated more calmly then he felt and Novice Hame's gaze returned to him, "And if you don't like it, if you want to take this to a higher authority, then there isn't one. It stops with me."

"Just to confirm," Cassandra said peering over the Doctor's shoulder at Novice Hame, "None of the humans in the city actually know about this?" she enquired and Sophie shot another concerned look at the blond who was acting so out of character.

"We thought it best not…" Novice Hame began.

"Hold on," the Doctor cut in, "I can understand the bodies. I can understand your vows. One thing I can't understand, what have you done to Rose?"

Novice Hame stared at them in confusion, "I don't know what you mean."

The Doctor stared at coldly, "And I'm being very, very calm," he informed her with a deadly quiet voice, "You want to be aware of that. Very, very calm. And the only reason I'm being so very, very calm is that the brain is a delicate thing. Whatever you've done to Rose's head, I want it reversed."

"We want it reversed," Sophie added casting another concerned look at Rose who was staring at them a little wide-eyed now.

"We haven't done anything," Novice Hame insisted.

"I'm perfectly fine," Cassandra attempted to wave off their assumptions.

Sophie eyed her, "No you're not," she insisted, "You walk and talk differently and…"

"These people are dying, and Rose would care," the Doctor finished.

"Ooh, all right, you pair of clever clogs," Cassandra huffed conceding defeat, before she smiled flirtatiously stepping towards the Doctor, "Smarty pants…" she tugged at his tie playfully and her voice turned husky, "Lady-Killer…"

The Doctor pulled his tie out of her hands and stepped away uncomfortably, "No… nope, once was more than enough," he muttered eyeing the blond with concern as Cassandra rolled her eyes and glanced over at the petite brunette who was also eyeing her with concern.

"Rosie, what's happened to you?" Sophie asked as the Doctor asked as he patted his tie back down into place, the both of them eyeing the blond, who crinkled her nose in distaste at the nickname.

"I knew something was going on in this hospital, but I needed this body and your mind," she said with a gesture in the Doctor's direction, "To figure it out."

The Doctor frowned, "Who are you?"

Cassandra flipped some of her hair back over her shoulder, "The Last Human."

Sophie's and the Doctor's eyes widened in realization and they gaped slightly, "Cassandra?"

"But your skin exploded!" Sophie protested.

Cassandra rolled her eyes as she reached into her cleavage, "Oh, wake up and smell the perfume?" she snarked snappily as she whipped out the small bottle of perfume and swiftly sprayed it in the Doctor's face dubbing him the greater threat.

Sophie tried to grab him as the Doctor immediately slumped towards the ground, but only really managing in easing his fall to the floor, "What did you do to him?!" she demanded to know turning back to look at Cassandra, glaring at her only to get sprayed in the face as well and she smelt something a little sweet, "Ooh… bugg…" she slumped towards the ground as her world went black as she succumbed to the chemicals in the perfume.

Cassandra smirked, "Nighty-nighty," she crooned with a mean smirk.

Novice Hame hurried over to the two that had fallen unconscious, "You've hurt them," she gaped as she knelt down beside them, checking them over, "I don't understand. I'll have to fetch Matron."

"You do that, 'cos I want to see her," Cassandra said still smirking, basking in her triumph over the three that'd seen to the death of her beautiful skin all those years ago on Platform One, "Now, run along! Sound the alarm!"

Novice Hame hurried to her feet and fled back the way she'd come as Cassandra ripped a power cable out of the wall, setting off the alarm.

Cassandra turned her attention back to the Doctor and Sophie her expression turning a bit thoughtful, "Now then… what to do with the two of you…"

 ***O*O*O***

The Doctor slowly drifted back to consciousness, first becoming aware of an uncomfortable hardness at his back and a warm soft, weight on top of him… at first, he thought maybe a blanket… but then there were the warm rhythmic puffs of air against his throat, and then the soft tickle of hair and a familiar scent…

His eyes snapped open and he tensed as he took in where he was and a certain brunette that was lying on top of him, "Sparks?!" he called urgently both concerned and confused. The brunette was motionless atop him… but he could feel her heart beating and her steady soft breathes.

"Call it a final kindness," Cassandra's voice reached him, "There were others spare, but well… you seem so fond of the little brat."

"Let us out!" the Doctor shouted at her as he tried to shift a bit to wiggle his hands into his coat, but he was well and truly locked in, "Sophie," he tried this time, calling to the brunette atop him again, who still hadn't shown a sign of waking.

"Standing room only though, and it may be a bit crowded, I'm afraid," Cassandra said her tone mocking.

"What have you done to Sophie?!" the Doctor shouted.

Cassandra rolled her eyes, "Oh, she's just having a nap… she should wake up soon," she said unconcerned, her faithful Chip silent at her side.

The Doctor struggled a bit more in an attempt to get free of the cell he and Sophie had been fastened into, "You've stolen Rose's body!"

Sophie let out a small sound, before she blinked open her eyes and immediately moved to jerk back in surprise and twin pained cries sounded as Sophie bumped the back of her head and cuffs that were binding Sophie's wrists together behind the Doctor's head tugged against the back of his neck.

"Ow!" she groaned and then froze a bit as she realized the small space they were trapped in, "Oh… bugger…"

"Cosy? Are we?" Cassandra mocked, "Over the years, I've thought of a thousand ways to kill you, Doctor. And now, that's exactly what I've got. One thousand diseases. They pump the patients with a top-up every ten minutes, the fact that you'll infect your little accomplice the moment your infected is an added bonus, hmm… and by my count you've got about three minutes left. Do enjoy yourselves," she gave a small laugh.

"Cassandra! Let us out of here and get out of our friend!" Sophie shouted almost hitting her head again against the door of the pod.

"Mm, no I don't think so… but I'll leave this body eventually. I just need to find someone younger, and less common, before I junk her with the waste. Now hushaby. It's show-time," she shushed them as Novice Jatt and Matron Casp approached her.

"Anything we can do to help?" Novice Jatt asked.

"Straight to the point, Whiskers. I want money," Cassandra demanded.

Inside the cell the Doctor strained and struggled as best he could, but there wasn't much room in the tiny cell with one, but with two… he paused and peered at Sophie in the dim lighting, "Do you think you could reach my sonic screwdriver? It's in my coat pocket,"

"My hands are cuffed behind your head," she responded a bit dryly, forcing herself to breath evenly and not hyperventilate at being trapped in such a small confined space… with the threat of imminent infection looming.

"Yeah, but maybe you could lift 'em up or manage to work them down…" he trailed off as Sophie started trying to move again… forcing himself to focus on the imminent problem… on the fact that his Sparks would die if he didn't get them out.

"Which one?" she asked.

"The left."

Sophie panted lightly as she struggled. Something was stopping her from lifting her cuffed hands up and over the Doctor's head and so now she was trying to wiggle her arms down around his shoulders… and for a moment she thought that maybe she'd succeed but… "I'm sorry," she apologized as she stilled, conceding defeat reluctantly, "There isn't enough room in here…" she muttered, her elbows and wrists smarting painfully.

The Doctor nodded, "Right then, plan B…"

Sophie blinked and looked at him hopefully, "There's a plan B?"

"Uh… yes… well, it's more of a thing…" he rambled a bit just as the doors opened freeing the Doctor, "Plan B," he said reaching into his pocket and pulling his sonic, a buzzed it in the direction of the cuffs making them release Sophie's wrists, "I grab the Sonic screwdriver," he stated as they all but leapt up and out of the open pod, his hand finding hers as he took in the situation they were now in as dazed infected patients stepped out of the opened pods, "What have you done?" he shouted at Cassandra.

"Gave them a shot of adrenaline, just to wake them up," Cassandra shouted back, "See ya!" she called as she turned and fled jumping out of the way of the infected as she did so, Chip close on her heels.

"Don't touch them!" the Doctor warned urgently. He paused only a moment longer to look at the two Nurses of the Sisterhood, "Whatever you do, don't touch!" he warned them, before he and Sophie took off down the hall after Cassandra.

"I think we should withdraw," Novice Jatt suggested.

"We understood what you did to us. As part of the machine, we know the machine," one of the male patients told them.

"Fascinating," Casp mused eyeing it as she backed away, "It's actually constructing an argument."

"And we… will end it," he finished and he reached over and jammed his hand forcefully into a socket, getting electrocuted and shorting out the controls and all the cell doors in Intensive Care blew, freeing the infected patients inside the pods.

 ***O*O*O***

Cassandra screamed shrilly as the pods opened and more and more infected patients lumbered free along the row she, Chip, the Doctor and Sophie were running down. The Doctor tightened his hand around Sophie's, "Don't stop!" he urged.

"Wasn't planning on it!" Sophie replied as she dodged around an infected man as he stepped dazedly out of his pod, her hand tightening about his too as they moved a little faster down the row.

 ***O*O*O***

"They're free! Novice Jatt cried as she looked over the railing at all the open pods, "By the Goddess Santori, the flesh is free!"

"Stop the pain." The patients chanted in a low murmur as they shuffled forward and Novice Jatt backed away separated from Matron Casp, soon finding herself up against a wall. One of the patients, a woman reached out and touched Novice Jatt's face and she screamed in agony… as the same boils on the patients immediately broke out of her skin… her scream cut off as she crumpled dead.

 ***O*O*O***

"Oh my God…" Cassandra cried aghast and horrified as they jerked to a stop as more of the infected patients shambled dazedly out of their cell-like pods.

"What the hell have you done?" the Doctor demanded of Cassandra again as he turned to her.

"It wasn't me!" Cassandra protested.

"Oh… so you didn't give them a shot of adrenaline to wake them up?" Sophie snarked as she glanced around as the infected patients began to shuffle laboriously towards them, heart pounding her chest.

"It was one row!" Cassandra protested, "One tiny row!"

"One touch and you get every disease in the world, and I," Sophie squeezed his hand, "We," he corrected, "Want that body safe, Cassandra!" he told her seriously, "We've got to go down!"

"But there's thousands of them!" Cassandra cried with fear as the infected patients shambled closer.

"Just move!" Sophie urged urgently and they broke into movement, though Cassandra with a lingering dubious reluctance 'down' just didn't seem smart...

"Down! Down! Run!" the Doctor urged Cassandra on, "Go down!" he shouted and Cassandra compiled with no other choice available to her as she hurriedly descended the stairs with the two people she hated the most in the universe and in the body of the third.

 ***O*O*O***

In another part of Intensive Care Matron Casp managed to reach a telephone, she immediately picked it up and hurriedly brought it to her ear, "Quarantine the building!" she shouted the order before she dropped it and dashed away, barely managing to escape some of the infected as the hospital started to shut down, as it initiated its quarantine countermeasure protocols. Shutters slamming down across the windows and the doors of the building sealing them inside.

"Repeat, this building is under quarantine," the announcement came again over the speaker system, "No one may leave the premises. Repeat, no one may leave the premises."

 ***O*O*O***

On the stairs the Cassandra, Sophie, the Doctor and Chip continued to hurry down them, the infected patients following them, their legs getting a bit steadier under them now, their arms outstretched, reaching for them, fingers grasping.

"Keep going!" the Doctor urged the two of them as he followed them closely, "Go down!" he urged again, his hearts pounding in his chest not so much from the run but with concern for his companions… if any of the suffering infected patients so much as laid a single finger on either of them… the sudden onslaught of a thousand different diseases would kill them perhaps in moments… their bodies wouldn't be able to handle it…

"Ooh, I hate running!" Cassandra cried as she tried to get herself to go faster... this body seemed to be handling it rather well, but that didn't mean she enjoyed it at all.

"You could always jump out of Rose's body," Sophie pointed out.

"Ha! No chance!" Cassandra responded immediately… she wasn't leaving… not until she had somewhere else better to go… or at this moment she'd take safer… safer would be grand!

"Move faster, Cassandra!" the Doctor shouted, the blond having slowed a bit.

Cassandra rolled her eyes, but upon seeing the gaining infected patients compiled.

"You can do it Mistress!" Chip cheered her on… making Cassandra smile, just a tiny bit in appreciation… but she barely noticed it, too preoccupied with her fear.

 ***O*O*O***

Cassandra, Sophie, Chip and the Doctor descended off the last flight of stairs and quickly made their way through a door into the basement. Cassandra immediately made a beeline for the lift and frantically pushed the call button.

"No," the Doctor said as he stopped, "The lifts have closed down. That's the quarantine. Nothing's moving.

"We should probably keep moving," Sophie murmured as she heard the infected patients beginning to converge on the corridor behind them.

"This way!" Cassandra called as she ran the other way, the Doctor and Sophie swiftly on her heels. Chip however, was cut off from being able to follow as more and more of the diseased patients spilled out of the corridor.

The Doctor and Sophie slowed and turned to look back at him, "Someone will touch him."

"Leave him!" Cassandra grabbed his arm as he took a step back towards Chip, "He's just a clone thing. He's only got a half a life."

"That still…" Sophie began.

"Come on!" Cassandra urged as she took off again.

"Mistress!" Chip called pitifully as he watched her leave him.

The Doctor hesitated torn as he looked from the running Rose and Chip, "I'm sorry, I can't let her escape," he apologized and grasped Sophie's hand to make sure that she stuck with him as he turned and raced after Cassandra.

Sophie allowed herself to be tugged into motion, "Oh… just bugger…" she murmured sadly, her heart weighing heavily in her chest.

The Doctor's hand squeezed around hers, "I know," he said solemnly, "I'm sorry," he apologized again.

Sophie swallowed and squeezed back, "Not your fault… and you're right, we can't lose her… we might not ever find her again…"

"My Mistress!" Chip cried terrified as the diseased patients closed in about him, he glanced around frantically and upon spying the waste chute, he spun towards it, bolting back the way they'd come to reach it and jumped into it without any hesitation, sliding down it and away from the advancing patients.

 ***O*O*O***

Clovis ran through a set of sliding doors and into the waiting area of Ward 26, "Excuse me…" she called out with irritation, "Can we get some service?" she stared in confusion at the empty room. The Intensive Care door opened and the diseased patients spilled into the room.

"Please!" one of the boil covered women cried plaintively.

Clovis screamed horrified, she hit an alarm to seal the ward and fled as fast as her legs could carry her.

 ***O*O*O***

Cassandra, Sophie and the Doctor burst through another door, this time into the area of the basement Cassandra had hidden herself away in. The Doctor slammed the door shut behind him, whilst Cassandra raced over to the opposite door and pulled it open, only to slam it shut again immediately at the sight of the diseased patients lumbering towards it.

"We're trapped!" she wailed rather terrified, "What am I going to do?!"

"Well, for starters," the Doctor began angrily, "You're going to leave that body," he gestured towards the psychograft, "That psychograft is banned on every civilised planet! You're compressing Rose to death!"

Sophie stiffened, eyes widening in horror and fear for her friend and little sister. She pointed a finger at Cassandra, "Get out of her! Get out of Rose, right now!"

Cassandra eyed the petite brunette, giving her a once over, "Hmm, well… I could do worse… I suppose. You've got a nicer nose at any rate…"

"Wait...! What?!" the Doctor tensed as Cassandra seemed to take a deep breath, "That's not, don't you dare, Cassandra!" he yelled, but she'd already expelled her breath towards Sophie, a cloud of light floating swiftly through the air from her to the brunette.

The floating could of light that was Cassandra swiftly entered Sophie her mind settling over hers, the added pressure on the already cracked and weakened shields made them bend and bow and finally break under the pressure as Cassandra successfully compressed the brunette's consciousness.

"Blimey my head," Rose muttered and then blinked, "Where'd she go?"

Cassandra groaned and clutched at her head as she felt and heard a multitude of minds, "Ooh, what's this… what is… what are all these voices… it's horrible – horrible! I, oh… how can… she stand it… what… aarrgh!" she cried.

The Doctor tensed further, his eyes widening with fear and guilt as a memory surfaced… one of a brief moment on the Tardis before they were making their way back to Satellite 5… Sophie's shields… he hadn't had time then… then he'd forgotten… as he stared at Cassandra who was possessing Sophie… "Cassandra!" He shouted, "Get out of her – out!"

Cassandra didn't even argue, just sucked in another breath and expelled, shooting herself back into the air.

The Doctor dashed over to Sophie as she crumpled to the ground, a small thin trail of blood coming from coming from her left nostril, "Sparks!?" he called as he knelt by her, his hands reaching for her, his fingers brushing her forehead as he gently probed forward and he flinched at what he found… gone… completely gone... the shields he'd created smashed completely… and it was his fault… he was the one who'd forgotten… hadn't remembered to check… he should have remembered. He took in a shaky breath as he did what little he could to sooth away the pain Cassandra's invasion along with the smashing of her shields had caused… and adding what little protection he could in what little time he could spare…

"Ah! Just what is that freaky little brat!" Cassandra cried, once again in Rose's body, her very mind seemed to throb, "Whatever it is, it isn't human!" she spat rather disgruntled and shaken by the experience.

The Doctor lifted his gaze, his brown eyes cold with his rising anger, "Get out of her – now!"

Cassandra stilled eyeing him nervously as he continued to brush his fingers gently over the freaky brunette's forehead as she remained unconscious, "But, I've got nowhere to go. My original skin's dead."

"Not my problem," the Doctor stated coldly and raised his sonic screwdriver to point it at her threateningly, glaring at her, "You can float as atoms in the air. Now, get out. Give my companion back to me," he scowled darkly, "And don't even think of trying to get into Sparks again. You've done enough damage."

"Like I'd want to," Cassandra grumped eyeing him speculatively, "You asked for it," she warned, before she breathed out again and she drifted through the air towards the Doctor entering him just as the brunette the Doctor was kneeling beside blinked open her eyes.

"Oh, my head," Sophie whimpered reaching up to clutch it, her eyes widening as she realized that she could _hear_ … the shields were... gone…

"Ack! Again…" Rose muttered as she stumbled a bit as the Doctor got to his feet, and her eyes skimmed over Sophie as the brunette scrunched her brow in concentration.

"Oh, my… this is different…"

Sophie and Rose eyed him, "Cassandra?" they asked.

Cassandra ignored the question as she assessed herself, "Goodness me, I'm a man… yum… so many parts. And hardly used," she exclaimed as Sophie got to her feet a little shakily splitting her attention between focusing on erecting her old barriers and on what was going on, "Oh… oh, two hearts!" Cassandra wiggled about crazily, "Oh, baby, I'm beating out a samba!"

"Get out of him!" Sophie demanded with a grimace, glaring at Cassandra. Damn her head hurt.

"Oo, he's slim, and a little bit foxy," Cassandra remarked running a hand down the body the Doctor's body.

"Get out of him!" Rose demanded this time, just as the diseased patients managed to burst into the room.

"What do we do?" Cassandra panicked, "What would he do? The Doctor, what the hell would he do?"

"Ladder," Rose shouted as she spotted it near the back of the room, a ladder that went all the way up to the ceiling and into a kind of shaft.

Sophie nodded eyeing it too, "We've got to get up," she agreed.

"Out of the way freak, blondie!" Cassandra cried and pushed them out of the way as she raced for the ladder, Sophie and Rose only a step or two behind, the former flinching only slightly at the term 'freak'.

 ***O*O*O***

Chip whimpered in terror as the diseased closed in on him where he'd ended up after coming out of the chute in Intensive Care. He scampered back into one of the cells and closed the door to keep himself as safe as he could from them. His Mistress wouldn't want a thing to do with him if he allowed himself to get infected.

 ***O*O*O***

"If you get out of the Doctor's body, he can think of something," Rose exclaimed as she hurried up the ladder behind Cassandra.

"Yap, yap, yap. God, it was tedious inside your head. Hormone City," Cassandra whinged.

"And you're a bleedin' walking headache, you stupid stretchy-skin trampoline!" Sophie bit back from her place behind Rose on the ladder, her head still killing her and she was so out of practice with her old barriers… thoughts kept slipping through… each one making her head hurt harder.

Rose smirked in amusement whilst Cassandra scowled at her with the Doctor's face, "Ooh, like your head was pleasant you little freaky mutant thing!"

"Shut up, Cassandra!" Rose snapped as they continued higher up towards the shaft, the infect converging below them, "We're going to die if…" Rose broke off as Sophie screamed as a hand grasped her ankle making the other two freeze and look down at her to see Matron Casp had grasped one of her ankles.

"All our good work! All that healing. The good name of the Sisterhood. You have destroyed everything!" matron Casp accused.

Sophie scowled at her and began jerking her leg to try and force the cat-woman to let go, "The Sisterhood's good name was gone the moment you used humans as lab rats, now, get off!"

"Everywhere, disease. This is the human world. Sickness!" Matron Casp cried angrily.

Casandra rolled her eyes, "Go play with a ball of string," she sniped dismissively at the Matron.

Matron Casp screamed as a hand grasped her ankle and her own hand released Sophie's ankle as a shock of pain spread over her as boils broke out over her skin, screamed in pain and fear as she fell below into the converging bodies of the diseased patients.

"Move!" Sophie shouted and the three continued up higher on the ladder as another announcement came over the speaker system.

"Maximum quarantine. Divert all shuttles."

Cassandra reached the lift doors another whimper escaping her at finding them sealed shut, "Now what do we do?" she called down to Rose and Sophie.

"Sonic screwdriver, left coat pocket, use it!" Sophie called up to her.

Cassandra reached into the aforementioned pocket and pulled out a thin stick. She crinkled her nose at it in distaste, "You mean this thing?"

"Yes, she means that thing!" Rose responded, "Hurry up and use it!"

"Well, I don't know how!" Cassandra complained, "The Doctor's hidden away all his thoughts."

"Well, get out of him then!" Sophie yelled up at her.

"Cassandra, go back into me," Rose offered as the woman in the Doctor's body glared at Sophie, "The Doctor can open it."

"Rose…" Sophie started only for the blond to cut her off.

"Do it!" she ordered Cassandra with impatience.

"Hold on tight," Cassandra warned, before she took a breath and expelled herself back into the air, and floated into Rose. She blinked orientating herself, "Oh, chav-tastic again," she grimaced and looked up seeing the Doctor shaking his head to clear it, "Open it!" she demanded.

The Doctor glared at her, "Not 'til you get out of her!" he demanded pointing the sonic at her threateningly.

Cassandra glared back, "We need the Doctor!"

"I order you to leave her!" the Doctor shouted at her angrily, "And don't even think about going into Sparks! Now, get out of Rose!"

Cassandra stared at him in annoyance for a moment, before she transferred again, shooting straight back into the Doctor, "No, matter how difficult the situation, there is no need to shout," she whinged petulantly.

"Cassandra, get out of him!" Sophie growled as Rose gave her head a shake at suddenly being free again.

"We need him, Cassandra!" Rose shouted as her mind settled again.

"But I can't go into you, he simply refuses and there's no way I'm going into you again," she addressed Sophie, "He'd go ballistic, and your minds far too strange you mong…"

"Cassandra!" Rose shouted warningly.

"Like I'd want you in me! Just get out of him!" Sophie yelled at Cassandra.

"Ooh, you're all so rude!" she whinged.

"We don't care!" Rose growled, "Just do something!" she demanded hotly.

"Oh, I'm so going to regret this," she muttered with a grimace, before she expelled herself from the Doctor once again, transferring herself into the woman in the lead on the ladder, "Oh, sweet Lord, I look disgusting."

Satisfied that both of his companions weren't possessed by 'the Last Human' the Doctor opened the lift doors and held a hand out to Rose, "Nice to have you back," he said with a smile as he helped her through. His gaze turned more concerned as it landed on Sophie, his hand taking hers, "How are you?"

"Bit of a headache," Sophie admitted with a grimace as the Doctor her helped her through the lift doors, "But otherwise… I'm fine," the Doctor stared at her dubiously, guilt making his hearts clench in his chest.

"No, you don't!" Cassandra grumbled, just before she expelled herself from the diseased body as the doors to the lift began to close, making it through the doors and back into Rose just before they closed, making the girl stumble and fall to her knees.

"That was your last warning, Cassandra!" the Doctor growled angrily as he hurriedly sealed the lift doors once again.

"Inside her head…" Cassandra murmured quietly physically shivering a little at the strength of what she'd felt inside that poor woman's head, "They're so alone… they keep reaching out, just to hold us… all their lives they've never been touched…" she whimpered.

Sophie's gaze softened somewhat and she offered a hand to the shaken woman who was possessing her little sister. Cassandra blinked at it for a second before she accepted the offered hand and allowed the small brunette to help her to her feet.

The Doctor sighed out a troubled breath, before he reached out and took Sophie's gloved hand in his, "Come on," he murmured as he led them towards the looming doors of Ward 26.

Sophie cast a concerned look at Rose's body that was still being possessed by Cassandra, unable to help but feel concerned… the Doctor had said that Cassandra was compressing Rose to death…

The Doctor's hand squeezed hers comfortingly, _'She'll be fine for a while yet. Promise.'_ He carefully responded to her accidental projection. Highly aware of the state of her shields and how much she had to be struggling… and the pain she was in if the scrunch to her brow was any indication.

Even so Sophie winced slightly as the sound of his voice in her head made her head throb a might harder, still she squeezed her hand around his in return gratefully in response… and concentrated a bit harder on her barriers as she felt a group of minds ahead of them… minds whose thoughts had the taste of terror to them…

 ***O*O*O***

"We're safe! We're save!" the Doctor exclaimed as Clovis made to lunge at them with a chair, that she'd picked up to use as a weapon, roaring out a wild battle cry as she did so, "We're clean! We're clean! Look, look…"

"Show me your skin!" Clovis demanded of them.

"Look, clean," the Doctor assured as he showed her, holding up his hand to show her, Sophie and Cassandra doing the same, "Look, if we'd been touched, we'd be dead," Clovis let out a relieved breath and lowered the chair she'd been brandishing, "So, how's it going up here? What's the status?" the Doctor asked as Clovis released the chair entirely.

"There's nothing, but silence from the other wards. I think we're the only ones left. And I've been trying to override the quarantine," Clovis fiddled with a small communications device on her wrist, "If I can trip a signal over to New New York, they can send a private executive squad."

"You can't do that," the Doctor told her firmly, "If they forced entry, they'd break quarantine."

"I'm not dying in here!" Clovis shouted defiantly, a hysteric note entering her voice… she wouldn't die like that she wouldn't… not trapped in here… never… no way!

"We can't let a single particle of disease get out… there's ten million people in that city. They'd all be at risk. Now, turn that thing off!" he demanded.

Clovis shot him a defiant look, "Not if it gets me out."

Sophie gave her a look, as she rubbed a hand over her temples, "Those diseases get out it'll spread… you'll die out there."

Clovis shot her an irritated look, "Or I might not!" she scowled and continued to fiddle with her device.

"Alright, fine," the Doctor muttered, "So, I have to stop you lot as well. Suits me. Sophie, Rose, Novice Hame, everyone! Excuse me your Grace. Get me intravenous solutions for every single disease. Move it!" he demanded when seeing most them where just staring at him mutely and those who hadn't moved burst into movement.

A couple of moments later the Doctor had silk rope tied around him, the intravenous solution bags hanging from it, "How's that? Will that do?" the Doctor asked.

"I don't know!" Cassandra muttered eyeing him dubiously.

Sophie shrugged a little eyeing him curiously, "It depends on what crazy scheme you've concocted," she murmured as the Doctor turned and walked over to the lift, opening the doors again with his sonic.

"The lifts aren't working," Cassandra reminded him as she lingered further back in the waiting area of Ward 26.

"Not moving," the Doctor corrected, "Different thing. Here we go," he murmured, before putting his sonic between his teeth as he backed up a bit and ran for the open doors of the lift, jumping into it and catching the cable.

"Oh, Lord!" Cassandra groaned wide eyed, "Just what do you think you're doing?!" she gasped.

"I'm going down," the Doctor responded, before looking at Sophie, "Lend me a hand?" he asked as he attached a piece of equipment to the cable.

"Sure," Sophie agreed, before pausing eyeing him a bit contemplatively, "How?"

"I need an extra pair of hands," the Doctor replied and beckoned her with a quick gesture before working buzzing his sonic at the winch he was setting up again.

Sophie eyes widened slightly, "Oh…"

The Doctor glanced over at her again, "Problem?"

"No…" Sophie responded as she began backing up as she eyed him and the lift mentally calculating the jump she needed to make to join him in the lift, "Just… uh, sorry in advance."

The Doctor blinked and glanced over at her as Sophie began her run, "For what?"

"If I kick you!" Sophie answered with a small cry as she reached the edge and jumped, successfully managing to get herself onto his back, her arms grasping about his shoulders, "I did it!" she cheered with relief, having worried that she'd miss somehow.

"Yep, you did, and didn't even kick me," the Doctor agreed as he continued to fiddle with the cable.

"You're both crazy!" Cassandra called with a disbelieving shake of her head. She let out a horrified cry as the diseased patients broke quarantine spilling into the waiting area, "You're both on your own!" she shouted and she dashed back into the ward.

"Look after that body Cassandra!" the Doctor shouted after her.

"Or better yet, get out of it!" Sophie added.

"Seal the door!" Clovis shouted and the doors to Ward 26 snapped shut.

Sophie swallowed, her arms tightening a bit around the Doctor's shoulders, "So, down, right?"

"Yup, down!" the Doctor agreed and they began to whiz down the shaft and Sophie could help the scream that escaped her, her eyes squeezing shut as she clung to the Doctor as they seemed to plummet, "Ooh, definitely one of your crazier schemes," Sophie murmured as the Doctor put on the break gently slowing them to a stop on top of the lift.

"You came with me," the Doctor responded.

Sophie nodded, "Of course… your crazy schemes always work!" she replied like it was the most obvious thing in the world, "Besides, I want to help those people if I can…" she murmured and the Doctor smiled fondly at her in response, "So, what do you need me to do?" she asked.

"You see that lever?" the Doctor asked with a gesture to it.

"Yeah."

"When I say so, take hold of it," he told her.

"And the quarantine?" Sophie asked with concern.

"I'm cooking up a cocktail," he explained as he began ripping open the intravenous bags with his teeth, "I know a bit about medicine, if I do say so myself," he bragged a bit, shooting her a small half smile as he poured the contents of his cocktail into the clear tank that was meant for the disinfectant.

"That levers going to resist," he warned Sophie who was watching what he was doing with curious eyes, "But keep it in position," he opened the trapdoor on top of the lift, "Hold onto it with everything you've got."

Sophie nodded, "And what about you?" she asked somewhat concerned as eyed the open trapdoor.

"I've got an appointment. The Doctor is in," he remarked as he dropped down into the lift and sonic opened the doors to the lift, seeing all the diseased patients sitting in groups. And all so slowly they started to shamble towards him as they noticed him…

"Oh… bugger!" Sophie murmured, her heart pounding against her ribcage as she readied herself by the lever so that she could take hold of it the moment he said so.

"I'm in here! Come on!" the Doctor called to the diseased patients as they lumbered towards him, encouraging them.

"He knows what he's doing!" Sophie mumbled to herself as she fought the urge to ring her hands together nervously, "That stupid, crazy, foxy git of an alien knows what he's doing…"

"Pull that lever!" the Doctor shouted up to her as all the patients staggered towards him.

Sophie took hold of the lever and pulled as hard as she could, throwing her weight into it as it resisted just as the Doctor said it would.

"Come and get me. Come on!" the Doctor urged the diseased patients, raising his voice so that it'd carry and catch the attention of those throughout the large reception area, "I'm in here! Come on!"

"Commence stage one disinfection."

"Hurry up!" the Doctor called urgently beckoning them, "Come on!" he urged again as the medical cocktail he'd put together rained down on him, soaking him to the skin, "Come one, come on," he beckoned as the first patients joined him in the lift getting hit by the spray before they shuffled around turning to leave, "All they want to do is pass it on. Pass it on!"

The Doctor beamed as the disinfected patients touched their still diseased comrades, their skin immediately clearing of systems as it hissed and steamed in reaction to the medications work, "Pass it on!" he cheered happily, before he turned to the trapdoor, "Sparks!" he called up and a moment later she was peering down at him.

"Did it work?" she asked hopefully.

"Yes! It worked!" the Doctor laughed and raised his arms up and helped her down through the trapdoor and they stepped out of the elevator and into the reception area.

Sophie glanced around at the now clear skinned people that were wandering around, with almost childlike expressions on their faces, "You did it! You cured them!" she cheered with excitement.

The Doctor grinned, "Well, I am the Doctor," he replied and hugged her.

"Ack! Your all wet!" Sophie cried out in a half-hearted protest as the cold wetness of his medical concoction shocked against some of her bare skin that wasn't covered by her nice warm woolly jacket and her gloves, but she hugged back anyway, not really caring… it'd just been cold!

"It's a brand-new form of life, Sparks!" the Doctor beamed a grin as he pulled back, "New humans! Grown by cats, kept in the dark, fed by tubes, but completely, completely alive. The human race just keeps on going, keeps on changing. Life will out! Ha!" he exclaimed with excitement.

Sophie returned his grin, their eyes meeting, her stomach doing that weird, confusing flip-flop summersault thing again – she really wished it'd stop that… it was such a strange feeling…

Sophie blinked as one of the new humans, a woman walked over and threw her arms around the Doctor in a hug and she smiled warmly as the Doctor happily returned it that grin of his still in place. This really was a better ending that she'd thought possible for those who'd spent their entire lives trapped. She blinked again as the woman threw her arms around her next…

She stiffened in a mix of surprise at the action and at the fact that the woman's cheek brushed hers and a vision flickered across her mind for a brief moment… she relaxed again and returned the hug, her smile warming further.

"Thank you," the woman murmured softly as she pulled away.

"Oh… you're welcome!" Sophie murmured her cheeks flushing with slight embarrassment, "It was all him though, really," she said with a gesture at the Doctor and watched as the woman made her way to over to a young man who could very well be the father-to-be of the young boy she'd briefly seen in the woman's arms when her cheek had grazed hers.

The Doctor peered at Sophie curiously, "What's that smile for?" he asked grinning again himself as she turned her joyful sparkling blue eyes up to him again. A small secret in their depths teasing him.

"Oh, nothing," Sophie replied with a joyful laugh, "I've just got a feeling that everything is going to be just fine for the New Humans of New Earth!"

The Doctor pouted slightly at that, the secret he could see in her hazel flecked blue eyes teasing him as much as her tone was. Sophie swallowed as her stomach did that odd summersault thing again and she looked away in confusion and embarrassment at the odd, completely foreign sensation… maybe she was coming down with something she pondered...

 ***O*O*O***

Sophie stood by Cassandra back in Ward 26 the Doctor, who was still rather wet, not too far away, the quarantine having been lifted just moments before.

The blond eyed the brunette a bit speculatively, "So you and the Doctor…" she broke the silence between them.

Sophie blinked in confusion as she turned her gaze to the woman that was still possessing Rose, "Eh?!"

"Oh, don't give me that… he kissed you, I've seen it in this girl's head," Cassandra grimaced a bit, "She really is a hormonal little chit."

Sophie blinked again, a faint flush of embarrassment rising to her cheeks, more at the fact that Cassandra was making so much of it than anything else, "She saw that, huh… I thought she was unconscious…" she murmured shuffling her feet a bit.

"Oh, she saw alright," Cassandra smirked taking in the faint heat in the brunette's cheeks… oh to be so young again! "And boy was that a kiss! I prefer a bit more wild and passionate myself rather than the tender and sweet approach… but…" she shrugged.

Sophie shook her head her heart beating a little uncomfortably in her chest as it beat a bit faster, "It wasn't… it wasn't anything like that Cassandra," she insisted, "It was… he was about to change to become, a new him," she gestured at the Doctor as he walked across the Ward from them to speak to another person one of the few that were left in the rapidly emptying ward, "He was merely saying goodbye before he did," she fixed her gaze back on Cassandra, "That's all."

Cassandra blinked at her incredulously and silence fell between them for a moment, "…your serious, aren't you?" her mouth fell open in a small gape, eyeing the other woman in disbelief… she couldn't be _serious_ … could she? There was no way… absolutely no way... her eyes bugged a bit at the sincere innocent look on the brunette's face as the brunette regarded her earnestly her gaze unwavering.

Cassandra looked away from the other woman as she shook her head and made a disgusted noise, "Oh Lord!" she groused disdainfully and perhaps, maybe a little amused and maybe a couple of other things that had her wanting to huff and snort at the other woman's obliviousness. She huffed and crossed her arms, "You're painful! …I could almost feel sorry for the Doctor," she muttered under her breath, "Ooh, that's something I never thought I'd say," she muttered incredulously.

Sophie glanced at her again, "Sorry, I missed that?"

Cassandra blinked, eyeing her contemplatively for a moment, before she shook her head, still rather disgusted and disbelieving at the girl's naivety, "Nothing… just nothing," she muttered…

She wasn't touching that, nope… not with a thousand footpole would she… not for a million credits nu-uh. The Doctor could suffer! Suffer! She was not a love-doctor! Especially not to an obviously mutated little chit, even more so for one of the ones who'd been one of the causes of her failure on Platform One!

Sophie eyed her for a moment, the way the other woman had said that was reminiscent of how Rose said it… and just like with Rose, it made her think that she'd maybe missed something… somehow… but she'd been here for the entire conversation… and she hadn't zoned out – she knew she hadn't… Sophie sighed lightly and shrugged turning away again, just as the Doctor came back over to them and then a voice came through a loudspeaker.

"This is the NNYPD. Please step away from the shuttles!"

"All staff will present themselves to the officers for immediate arrest," the female voice came over the speaker system of the hospital, and they watched for a brief moment as Novice Hame was led away by an officer. She glanced away from them shamefaced, "I repeat, immediate arrest. All new life forms will be catalogued and taken into care. All visitors to the hospital will be required to make a statement to the NNYPD."

"The Face of Boe!" the Doctor exclaimed catching sight of the old Face and dashed over to him, Sophie and Cassandra following him, "You were supposed to be dying," he exclaimed as he stared at the much healthier face that was staring at them.

' _There are better things to be doing today. Dying can wait,'_ the Face of Boe responded.

Cassandra scrunched up Rose's face in distaste, "Oh, I hate telepathy. Just what I need a head full of big face."

"Shh!" the Doctor and Sophie hushed her, the brunette who was standing beside her still, elbowing her for good measure earning a glare from the blond.

' _I have grown tired with the universe, Doctor, but have taught me to look at it anew,'_ the Face of Boe continued.

The Doctor knelt before the Face of Boe, eyes curious, "There are legends, you know, saying that your millions of years old."

The Face of Boe laughed lightly, _'There are? That would be impossible.'_

The Doctor smiled, "Wouldn't it just," he murmured slightly questioning still, "I got the impression there was something you wanted to tell me," he prompted.

' _A great secret,"_ Boe agreed.

"So, the legend says," the Doctor agreed, glancing only briefly over at Sophie who was standing close by, next to the still possessed Rose.

' _It can wait,'_ Boe responded.

The Doctor blinked and pouted at the Face of Boe as disappointment began to sink in, "Oh, does it have to?" he asked.

' _We shall meet again, Doctor, for the third time, for the last time, and the truth shall be told. Until that day… Soph, don't let the Doctor push you around too much, eh?'_ Boe said making Sophie blink somewhat bewildered and surprised at that, but before she could say anything the Face of Boe teleported away in a quick flash of light.

The Doctor pouted at the spot the Face of Boe had just been, "That is enigmatic. That… that is… that is textbook enigmatic!" he grumbled with a disappointed frown unendingly curious as to what the Face of Boe wanted to tell him. He bristled the next moment, "And since when do I push Sparks around?!" he demanded of the teleported away face.

"Sparks," Sophie muttered, giving him a pointed look.

"It's a brilliant nickname," the Doctor insisted as he turned to her. Cassandra snorted and rolled her eyes and the Doctor spun to her, "And now for you."

Cassandra's eyes widened and she gave them a smile, "Oh, but… everything's happy. Everything's fine… can't you just leave me?"

"You're possessing Rose," Sophie reminded her gently.

The Doctor shook his head, "You've lived long enough. Leave that body and end it, Cassandra."

"I don't want to die!" Cassandra protested tears welling in her eyes.

"No one does," the Doctor murmured.

"Help me," Cassandra pleaded.

"I can't," the Doctor said sadly, shaking his head… it was one of the few things he couldn't do anything about.

"Mistress!" Chip cried as he ran up to them.

"Ooh – you're alive," Cassandra said surprised as they all turned to look at him.

"I kept myself safe for you, Mistress," Chip said, rather proud of himself as he stared at her adoringly.

Cassandra stared at him contemplatively, "A body… and not just that… a volunteer."

"Don't you dare," the Doctor protested, "He's got a life of his own."

"But I worship the Mistress. I welcome her," Chip replied turning to her as Cassandra winked at him.

"It's still not right…" Sophie protested.

"You can't Cassandra, you…" the Doctor trailed off as Cassandra expelled herself from Rose and floated over to Chip.

"Rose!" Sophie gasped as she fell forward and the Doctor caught her.

"Oh! You alright?" the Doctor asked as Rose pulled back in an attempt to stand only to stumble again, "Whoa! Ok?"

Rose blinked a moment and shook her head as things settled once again… her head throbbing a bit strangely. She pulled back more slowly this time and made her feet where under her and when her legs successfully held her, "Yeah…" she smiled at Sophie and the Doctor, "Hello!"

"Hello!"

"Hi!" Sophie said smiling with relief at having Rose back.

"Welcome back!" the Doctor beamed a grin.

"Oh, sweet Lord… I'm a walking doodle!" Cassandra gasped drawing their attention again.

"You can't stay in there," the Doctor told her firmly, "I'm sorry, Cassandra, but that's not fair. I can take you to the city. They can build you a skin tank and you can stand trial for what you've done."

"Well, that would be rather dramatic. Possibly my finest hour, and certainly my finest hat," Cassandra remarked and the Doctor, Sophie and Rose glanced at each other, "But, I'm afraid we don't have time. Poor little Chip is only a half-life, and he's been through so much. His heart is racing so. He's failing. I don't think he's going to last…" Cassandra gasped lightly as her knees gave way and she fell to the floor.

"Are you alright?" the Doctor asked as the three of them stared at her in concern.

"I'm fine. I'm dying, but that's fine," Cassandra murmured as she felt Chip's heart beating faster than it should… the thought of death no longer scaring her for some reason… in fact she really could almost welcome it… though there was regret… more than she thought she would feel after all this time…

"I can take you to the city," the Doctor offered again.

Cassandra shook her head, "No, you won't. Everything's new on this planet. There's no place for Chip and me anymore. You're right, Doctor. It's time to die, and that's good."

"Come on," the Doctor said as he moved to help her up, Sophie shifting to Cassandra's other side as she helped him, "There's one last thing I can do," and the four headed for the lift.

 ***O*O*O***

The Tardis materialized just out of sight of an ongoing party, and the Doctor, Sophie, Rose and Cassandra stepped out and 'the Last Humans' eyes widened in recognition, her gaze landing on herself as she had been once long ago… so very human and so very beautiful… the life of the party…

She turned to the Doctor, "Thank you."

"Just go," he murmured with a nod, "And don't look back."

"Good luck," Rose bid.

Sophie nodded, "Yes, good luck," she murmured as Cassandra turned and walked away from them, her brow scrunched in concentration… it really was an effort to keep up her old barriers… she'd forgotten rather quickly how much of a strain it was to keep other peoples minds separated from her own… to not hear them… to not feel them intruding against her own.

Cassandra watched her old-self, younger self as she conversed merrily and laughed, waiting for a moment when she broke away, as she knew that she would… she stepped forward dressed in the black cloak styled robe to hide her appearance a bit from the very human party that was going on around her, "Excuse me… Lady Cassandra," she called out as she stepped forward.

"I'm sorry…" the younger Cassandra turned to look at her, politely aloof, "I don't need anything right now. I'm fine, thank you," she made to turn away.

"No, I just wanted to say… you look beautiful." Cassandra got out, her body feeling weaker now… her knees trembling as her legs struggled to continue holding her up.

"Well, that's very kind, you strange little thing. Thank you very much."

"I mean it," Cassandra stepped towards her younger self who was staring at her a little strangely, needing her to understand, "You look so beautiful."

"Thank you," younger Cassandra murmured touched by the sincerity she could see in the strange little mans eyes. Only for her eyes to widen in horror as he collapsed right in front of her, she dropped to her knees without hesitation and cradled him, "Oh, my Lord. Are you alright? What is it?" she cried, "What's wrong? Someone get some help! Call a medico or something, quickly!" she shouted urgently.

"Who is he?" A woman asked.

The young Cassandra shook her head, a bit frantic, "I don't know. He just came up to me. I don't even know his name. He just collapsed. I think he's dying. Someone do something! I've got you, sweetheart… it's alright. There you are… there you are… I've got you. It'll be alright. There, there, you poor little thing…" 

"Come on," the Doctor murmured softly and Sophie and Rose turned from where they'd been watching with solemn eyes and slowly made their way back into the Tardis. The Doctor hesitated another moment, just watching with old eyes, before he too stepped back into the Tardis and a moment later it dematerialized with a wheeze.

 ***O*O*O***

Sophie sat on a bean bag in the meditation room, the Doctor's fingers at her temples, his consciousness mingled with hers as he rebuilt the shields that had been unceremoniously smashed to pieces, fighting the urge to scratch at the strange mental itchy sensation.

"There done," the Doctor murmured as he carefully retreated from the brunette's mind, satisfied that he'd built them up as strong as he could.

"Thanks," Sophie murmured with relief and smiled at him, a smile that faltered when he didn't smile back, "Doctor?"

"It won't happen again," he promised.

Sophie blinked at him, her brow furrowing slightly, "It wasn't your fault Doctor… I didn't even realize that I wasn't reinforcing or maintaining them… I mean I thought I was, 'cos I was using them..." she trailed as the Doctor shook his head.

"I noticed… but there wasn't any time when I did… I had to deal with the Daleks… and then… I went and forgot… I forgot, Sparks!"

"Well, considering how your regeneration went, I'd say that's forgivable," she pinned him with a look, "I don't blame you… and I don't want you blaming yourself… and ya know, even if you had remembered… maybe Cassandra compressing me may have broken them anyway… Ah!" she pointed a finger at him when he still continued to stare at her with guilty eyes, "Stop it!"

The Doctor blinked at her finger and then slowly smiled and shook his head at her, but as Sophie lowered her hand back down to her lap he gave her another look, "Do you really dislike Sparks so much?" he asked quietly.

Sophie blinked at him for a moment her fingers tangling together a little awkwardly, "Not really… I just… don't get it… where'd you pull it from?"

The Doctor met her eyes for a long moment and Sophie felt herself swallowing as that tension she'd only felt once before settled over them, and she sucked in a confused breath… the Doctor smiled at her lightly, "Maybe, I'll tell you one day, Sparks… but not today," he murmured and Sophie stared at him with disappointment the strange tension rapidly fading as the Doctor got to his feet and beamed a grin at her, "Come on!"

"Come on, where?" Sophie asked in surprise as she accepted the hand the Doctor held out to her.

"I've still got a promise to keep!" he declared as he hurried out of the meditation room, shouting for Rose as he went.

"What is it?" the blond asked as she joined them in the console room a couple of moments later.

"I promised we'd explore New Earth!" the Doctor replied as he moved rapidly about the console, "And chips… can't forget the chips!"

Rose glanced over at Sophie mildly bemused and excited... and the two shared a smile as the Tardis shuddered mildly as it flew through the vortex back to New Earth.

 ***O*O*O***

Rose eyed the Doctor and Sophie contemplatively as they sat at a table in a chip shop they'd found during their exploration of New Earth… trying to be discreet in her observation of them as they chatted or rather the Doctor chatted at them and she and Sophie listened as he talked a mile a minute going on and on about his favourite flavour of chips… chips that they were waiting on… she couldn't remember everything that had happened whilst Cassandra was inside of her… but things were falling into place…

She'd had a minor panic attack at realizing she'd… Cassandra had kissed the Doctor with her lips… without permission… in front of Sophie… no less… it made her want to cringe! The Doctor was good looking in his new body… that was a given… but… just no… nope… no… he was family… and… not for her…

But that wasn't the reason she was watching the two of them… a little bit ago, whilst they'd been exploring, a conversation between Sophie and Cassandra had surfaced… one that had her… well… it had her… she really didn't want to believe it! But the conversation had happened and now she was watching and realizing with a rapidly sinking heart that it was true… her adorable space-cadet of a big sister didn't have a bleedin' clue! He'd kissed her, damn it! She'd seen it… and she'd written it off as a friend saying goodbye… it made her want to tear her hair out! Especially as the more she watched the more she realized that the Doctor was allowing it… he knew that she'd mistaken him and was just going with it… and she couldn't fathom why!

Her shoulders slumped… as she continued to eye them… contemplating what she should do… and a heavy sigh escaped her.

The Doctor broke off from what he was saying, and he and Sophie eyed Rose with concern, both having heard and taken note of her sigh, "You alright?"

Rose stared at him flatly, "Fine…" she muttered.

"If it's the flavour of the chips, you should really just give it a try first. It's really good, I promise!" the Doctor enthused.

"Rose?" Sophie questioned.

The blond plastered on a smile for Sophie, "I'm fine… just hungry!" she excused and the two eyed her a moment longer, before nodding and conversation resumed. She leaned back in her chair, she missed Jack! He'd get it… and he'd know what to do! Or… at the very least share some of her pain! Maybe she could convince the Doctor to go back for him or at least go visit… Jack couldn't be that busy rebuilding Earth… and if she got Soph on board it should be easy enough to convince him…

 ***O*O*O***

In the console room of the Tardis a black leather jacket shimmered as it materialized draped over the pilot's chair…

 ***O*O*O***

The Doctor shook his head in amusement as his companions eyed him with slightly dubious eyes as he reached in for a chip on the plate that was in front of them, ready to be shared… but somehow salty-vanilla original had them hesitating to try it… both of them waiting to see his reaction to the chips. He stuffed the chip into his mouth with relish and began to chew before he froze as the flavour registered on his tongue… he eyed Sophie and Rose who were both watching his expression avidly… and he tried to swallow he really did… but he just couldn't and he spit it back out with a disgusted expression.

"Ew!" Sophie and Rose exclaimed as the chewed chip landed back on the plate.

"Told ya this one was gross!" Rose exclaimed disgusted.

Sophie screwed up her nose and nodded a bit, her left eye twitching a bit, "So much for the chips," she muttered.

"I used to love salty-vanilla!" the Doctor said mournfully ignoring how grossed out his companions where at his spit-take, "Maybe they got the order wrong! Yeah… that has to be it. I'll just go order again…" and he got up to go do so taking the plate with him.

"Maybe we should order the old Earth Classic, just in case they didn't get it wrong," Sophie suggested as she gazed after the Doctor and Rose nodded her agreement vehemently.

 ***O*O*O***

The trio entered the console room of the Tardis, the Doctor still slightly pouting over his new dislike for salty-vanilla original flavoured chips as he moved about the console sending them back up into the vortex.

Rose's gaze caught on a black leather jacket that was draped over the pilot's chair and she frowned slightly confused… that hadn't been there before. She moved over to it and picked it up… it looked kind of familiar but it was small… "Hey Soph… is this yours?" she asked drawing both Sophie's and the Doctor's attention.

Sophie frowned, "No… I don't…" she moved closer finding it familiar… "Wait isn't that…"

"My old jacket!" the Doctor exclaimed with surprise, eyeing it, "That Tardis shrunk it…"

Sophie blinked as she took it gently from Rose's grasp, her fingers slightly shaky, "But why would she…"

The Doctor shrugged a bit nonchalantly as he turned away pretending a disinterest, even as he sent a look at his ship unsure if he was pleased with her or a bit annoyed that she hadn't let him know she was going to do this, "You did say that you couldn't wear it because it was too big," he reminded her.

"I know I said… but I didn't mean for her too… it's… it was… your jacket…" Sophie murmured, her tongue tripping over itself.

Rose blinked a bit surprised and then amused… she turned to the Doctor, "You gave her your old jacket?" she asked, only for the Doctor to steadfastly ignore her as he fiddled with the console to look busy… even as he eyed Sophie out of the corner of his eye as she stared at the leather jacket that she was clutching in her hands… a somewhat lost look on her face as she just stared at it as if unsure.

Sophie bit into her lower lip. She didn't understand why… why the Tardis would do it… she… it was the Doctor's and… and… she'd gone and shrunk it… making it… not quite the Doctor's anymore… and yet… it was most definitely still the Doctor's… she wasn't sure what she felt about it… about the fact that the Tardis had shrunk it… shrunk it to fit her…

Rose rolled her eyes a bit and shook her head at Sophie, honestly the girl was so oblivious and adorable and she just wanted to shake her just a bit… just a little bit, "Well, try it on. You should never let good leather go to waste," she urged.

Sophie looked over at her, her teeth still nibbling on her lower lip, but then nodded, because… even with being unsure if she really should… she really kind of wanted too… she shrugged off her woolly jacket, placing it over the chair… a flush rising in her cheeks for some reason as she felt the Doctor's gaze on her as she placed it over the pilot's chair, before she shrugged into the leather jacket, smoothing her hands over it.

Rose nodded and grinned, "Looks good…" she glanced over at the Doctor who had stopped fiddling and was now staring, "Doesn't it?" she prompted, a hand coming to rest on her hip.

The Doctor nodded, "Course it does!" he smiled, "With the Tardis behind the shrinkage it was bound to fit well," he patted the console fondly, shooting her a grateful thought.

Rose scowled at him with irritation and then rolled her eyes and turned away grumbling under her breath about stubborn men, "I'm going for a shower..." she muttered and stomped out of the console room. The Doctor ignoring her huffing and puffing whilst Sophie stared after her with concern wondering what had happened to sour the blonde's mood.

The Doctor glanced over at Sophie who was still staring at the stairs the blond had disappeared up, "It does you know," he spoke drawing her gaze back to him, "Look good… it suits you,"

Sophie glanced down at the jacket she was wearing, "I still kind of feel like it should be yours," she admitted, her gaze turning reminiscent as she remembered him wearing it… different face, same man…

The Doctor grinned at her, "Wouldn't fit me anymore!" he said jovially and Sophie couldn't help but smile in return, "You don't have to wear it though… just…" he paused slightly staring at her, eyes meeting hers, "You know, keep it… or something…" he murmured and scratched at his ear.

Sophie blinked and bit her lower lip again, a hand coming up to tangle in the ends of her hair, "No… I'll wear it… I um, I like it and it's… it's comfy…" she murmured a bit awkwardly tripping over her tongue again, "And apparently good leather shouldn't go to waste…"

The Doctor beamed a grin, "Brilliant!"


	5. Chapter 4 Missing Puzzle Pieces

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** A big thank you to everyone who followed/favourited and reviewed last chapter. Also thanks to **Saberbladeprime** for reading over this chapter for me. I hope you guys enjoy this original chapter.

 **Warning:** Just in case… tissue warning for this chapter.

 **CHAPTER 4**

 **Missing Puzzle Pieces**

 _15_ _th_ _July 1982…_

The Doctor frowned pensively as he idly fiddled with a pair of couplings, sonic in hand as he worked on repairs beneath the console… his two companions had succumbed to the need to sleep and in the ensuing silence, only broken by his ships familiar rhythmic hum… and in the silence, his mind wandered… or rather his thoughts kept circling back around to the brunette enigma that was sleeping soundly in her room at this very moment, and the issue that was her visions... the current quandary that he was trying to puzzle out a solution to.

He felt along some wires shifting them about, his sonic buzzing quietly as he worked on them… if he was being honest with himself… he was worried and at a loss… he had done all he could with what little information he'd been able to determine from her scans and what little Sophie herself had been able to tell him… but it wasn't enough for him to figure out the cause behind her visions... even with these new eyes of his... he was still missing something…

 _15_ _th_ _July 1982…_

He frowned harder. To put his finger on what though, he needed to know more… that much had become obvious to him in the midst of rising frustration. And with nothing else to be gleaned from the brunette herself or the scans he'd taken…

There was only one thing left he could think of…

 _15_ _th_ _July 1982…_

It'd be all so simple… that date, he could remember clear as day, Sophie telling him and Rose the date she'd been left at the orphanage in the Tyler apartment as the recently saved Pete Tyler readied himself for the wedding he was late for… it'd be all so easy to just set the coordinates and send the Tardis out of her gentle idle drift through the vortex and into actual flight straight to London on the 15th of July 1982… however, he could just as easily remember Sophie's response… her lost, and hurt expression in that moment...

 _15_ _th_ _July 1982…_

The Doctor hesitated, the buzzing of his sonic stopping as his desire to perhaps fit together even just another piece of the puzzle together that would shed more light on the enigma that was Sophie Connolly burned in him… it was so tempting… the console was just above him… all he'd have to do was get up and press a few buttons and turn a few knobs… Sophie was sleeping… he could probably get away with it…

He got a face full of the Tardis' wiring as the ship deliberately slid them from where they were nestled amongst the rest, and a small section sparked dangerously close to where he was positioned under the console.

"Oi!" the Doctor protested with a scowl as he pushed the wiring back up to where it was supposed to be and the Tardis gave him an unimpressed hum, "I wasn't actually going too… I wasn't… I wouldn't do that," he muttered at her, being tempted wasn't the same as doing… he wouldn't do that… not to his Sparks, "I'll ask… just as soon as she wakes up… six hours from now…" the Doctor pouted silently lamenting just how much sleep humans needed… but he could wait… he could! He totally had the patience to wait so that he could ask.

 _15_ _th_ _July 1982…_

The Doctor sighed, with how the date kept haunting his thoughts… it was going to be a long six hours… a long since hours that was going to test just how much patience he actually had… the Tardis hummed again, her lights dimming very slightly, before flickering back to normal.

The Doctor sat up and let out a groan as he hit his head against the frame work, "Ow…" he muttered petulantly rubbing at the spot he'd wacked with a grimace, before his gaze turned slightly quizzical, "What do you mean she's awake? She just said goodnight a couple of hours ago…" he murmured with concern. His ears picked up the sounds of quietly shuffling feet coming towards the console room and he scrambled out from under the console, brushing himself off as he did so, glancing towards the stairs just as Sophie crested the top of them.

"Everything alright?" he asked as she started down the stairs.

"Mm? Yeah… just got to bed and then wasn't tired anymore," Sophie shrugged unconcerned by it, "I was just going to go for a bit of a wander around the Tardis… but she seemed to think you wanted something," she replied, her eyes swept over the open hatch, before resting on him curiously, "Were you working on some repairs?"

"Uh, yeah… just a little maintenance," the Doctor muttered and turned to close the hatch mentally huffing a little at his ship… honestly, he was going to ask! He was… she didn't need too… he shot his old girl a look and merely got a non-repentant hum in response.

He turned back to Sophie, running a hand through his hair, mussing it further as he met her curious gaze as he pondered how to word what he wanted to suggest…

Sophie eyed him, her curious gaze, turning mildly cautious something in the way he was staring at her concerning her. A hand came up briefly with the desire to tangle into the ends of her hair, only for her to catch herself and lower it back down to her side, before her hand had even gotten half way up.

"What is it?"

The Doctor stared at her for a moment longer, "I was hoping that we could go to London, 1982… the 15th of July to be exact," the Doctor began a bit cautiously immediately noticing the way the petite brunette tensed up her brow scrunching as she frowned at him and his hearts constricted in his chest in response to the immediate tell-tale signs of pain he could see in the blue depths of her eyes.

Sophie swallowed eyeing him, her hands clenching into fists at her sides, "Why?" she asked her voice quiet enough to almost be a whisper, "I – I," she shook her head, "I don't want to know Doctor… I really… I just," she breathed out a slightly shaky breath and she licked her lips anxiously, her heart beating in an uncomfortable rhythm against her ribcage, "Just… why?" she asked again, before she fell silent… just staring at him waiting for his response, trusting that he had to have a reason for wanting to go.

"Because, I need to know more, Sparks…" the Doctor told her gently, his hands twitching with the desire to reach out for her and pull her into a hug as she continued to eye him, their eyes meeting as he stared at her earnestly, "To be able to help you further... I've gotten all I can from the scans I took… and now… I'm out of ideas and I just thought…" he trailed as Sophie moved to lean against the console, her arms crossing protectively over her chest as she stared now at a spot on the grating, the frown still scrunching her brow.

The Doctor stepped towards her and shifted his weight so that he could lean against the console beside her, the back of his hand brushed against hers and he gave into the urge to touch her. His hand moving to close about hers, her fingers unclenching from the fist they were creating so that she could return the hold… almost automatically as her mind raced with conflicting emotions and old pain.

The Doctor swallowed, his thumb gently rubbing soothing circles against the back of her gloved hand, "We won't go if you don't want to…" he assured and meant it, as much as he wanted to help… to figure out more of the puzzle that was Sophie… he wouldn't do it, not if she really didn't want to… there would be other ways… he was sure, he just had to think of them. He trailed off as Sophie made no move to respond, still just staring at the grating at their feet, though her hand did briefly tighten about his own… "Sparks?"

Sophie blinked and glanced over at him, "Is this because of what happened with Cassandra on New Earth?" she asked, her throat feeling tight and her mouth dry.

"Well, I would like to ensure as much as possible that that doesn't happen again," the Doctor replied turning his head so that he could look at her again, "But it's more to do with your visions, Sparks. I'd like to help with preventing them, but without more information, I'm stuck," he admitted with a low sigh his thumb still rubbing soothing, reassuring circles on the back of her hand, "Aside from changing my own physiology… and as much as a step forward that was… is… it doesn't help you… not really," he murmured with disappointment.

Sophie breathed out a long low breath and allowed the tension to leave her shoulders, even as her insides seemed to tie themselves into intense uncomfortable knots, "…Alright," she murmured turning her head to look at him again, "But… I don't think I can…" she swallowed past the lump in her throat, "I think, I'll remain in the Tardis…" she murmured blinking a little in surprise at the confliction she felt about that… she slipped her hand from his and straightened up from the console, her fingers twitching inside her elbow-length gloves, "I, uh… I should probably try and get some sleep," she muttered and began to walk from the console room, only to hesitate as she reached the stairs, "Doctor?"

He straightened up a bit, his eyes meeting hers as she glanced back over her shoulder at him, "Yes?"

"Thanks… for asking," she murmured truly grateful that he had asked first, before she headed on up the staircase. Her teeth sinking into her lower lip as she worried it… her expression openly conflicted as she proceeded down the corridor with slow, heavy steps.

The Doctor slumped against the console again and scratched at his ear, his hearts still beating heavily in his chest, "That could have gone better…" he muttered under his breath solemnly, hating the look of emotional discomfort and hurt he'd seen in Sophie's eyes. The Tardis hummed at him and he nodded his agreement, "Yeah… it definitely could have gone a lot worse… thanks old girl…" he muttered lowly.

He lingered for a moment his eyes resting on the staircase that Sophie had disappeared up after giving him permission… he sighed again, before he straightened and turned to the console, slowly putting in the coordinates for the 15th July 1982, London, aiming for a spot quite close to the orphanage Sophie had grown up in.

 ***O*O*O***

Sophie paused in the corridor as the Tardis shook gently under her feet as it flew through the vortex and she hugged her arms around her waist, before she leaned a shoulder against the wall… frowning again slightly as she glanced back towards the console room… an over a decade old curiosity flaring to life against her will… damn it! She didn't want to know… she really… she really didn't… not anymore… she… she tugged at her hair and straightened up forcing herself to continue on towards her room.

The Tardis humming at her as she walked… rather slowly… but why should she hurry anyway? Her bed wasn't going anywhere… it certainly wasn't because she wanted to turn around… nope, definitely not…

 ***O*O*O***

The Doctor stood in the shade of an old tree on the grounds of the orphanage, making sure that he was partially hidden from view. His gaze on the street and the front gate as he waited, his long brown coat protecting him from the very early morning chill… a morning that was dimly lit by the beginnings of predawn light.

The street was mostly empty and each person he spotted he watched avidly, but none were carrying a baby, or even paying the slightest bit of attention to the old building. After a few minutes more, an elderly woman approached, her shoulders hunched and head bowed, a bundle wrapped in a baby blue blanket cradled in her arms.

He swallowed thickly, his throat feeling tight as he watched the old woman push the gate open, the hinges creaky slightly as she did so, his eyes following her every move. He stepped out around the tree as the woman deposited baby Sophie on the stoop… the baby not making a sound. The woman turned on her heel and headed back towards the gate and the Doctor stepped out towards the path, "Excuse me?" he called to her and the woman froze and turned towards him with wide eyes.

"Oh aye? Who are you then? Work here, do ya?" the elderly woman peered about a bit suspiciously, "Where'd you spring from?"

"I'm the Doctor and I'm just uh, hanging about… is she yours?" he gestured back towards the baby.

The old woman scowled at him, "You daft, or somethin'?" she asked him incredulously.

"I meant her grandma," the Doctor corrected.

The old woman huffed out a breath still eyeing him suspiciously, "Nay not me granddaughter… only just met the wee sprite…" she glanced back at the quiet baby she'd left, "It was the strangest thing… a woman just shoved her into me arms told me to look after her, but I'm old… I don't have it in me to take care of a baby… let alone raise a growing child, when I told her as much… she told me to just take her, then she just stalked off without nary a glance back… I doubt she were the baby's mother neither."

"Who was she then?"

The woman scowled again, "How should I know?!" she grumped at him, "Never saw her before… just appeared out of nowhere, kinda like you did… ordered me about all business like, like I've got nothin' better to do then go out of me way to drop a baby off at the orphanage!" she glared at the Doctor who was staring at her with a frown of his own, "I got better things to be doing then yatterin' to you too!" she groused ill-temperedly before she turned and stalked away shoving the gate out of her way.

The Doctor pulled his sonic screwdriver out of his coat pocket and aimed it at the retreating woman, the tip glowed blue for a brief moment and he stared down at it, reading the gathered information and a low breath escaped him in disappointment… the old woman… definitely wasn't biologically related to Sophie. He pocketed his sonic once again as he turned and walked up the pavement path to the small bundle in the baby blue blanket.

He really probably should just go back to the Tardis and decide what he was going to do next… if there was anything else he could do in 1982 to find out more… but he couldn't just leave her all alone… despite knowing that she'd be found at some point and there was proof waiting back in the Tardis that she would be fine… he just couldn't not without…

He approached the baby in the blanket, half expecting her to be asleep with how quiet she was being, but instead he was met with bright inquisitive baby blue eyes staring up at him. He grinned at her, "Hello there!" he greeted and bent down and got a baby gurgle. He glanced about briefly and upon seeing that the streets were empty for the moment he carefully lifted baby Sophie into his arms and sat on the door stoop, easily situating her comfortably in his arms, "You warm enough, baby Sparks?" he asked her and she gurgled again, and he smiled again, a low warm chuckle escaping him, "No, I suppose Sparks isn't your name, is it… it's what I'll call you one day though," another baby gurgle and one of her arms broke free of the blanket, tiny fingers outstretched towards him and the Doctor found a hand coming up in response so that she could clasp her hand about one of his fingers, "Me? I'm the Doctor."

 ***O*O*O***

Sophie stared up at the ceiling of her bedroom, her fingers twisting together as she lay against the soft mattress of her bed. Her teeth still abusing her lower lip… she wanted to just go to sleep and forget about what the Doctor was doing right now… what he could be seeing… was it her parents… had they not wanted her like the other orphans had been so fond of telling her… or some other family member maybe… had her parents not been able to keep her and not wanted to give her up, but hadn't had another choice…

She frowned mutinously up at the ceiling of the Tardis. She'd buried all these questions… buried them deep down to try and make it hurt less… the sense of abandonment that had only grown as the years went by and the kids grew crueller as she became odder… ever the outsider… the one who knew more than she should about what was in their heads. Something never forgotten even as she got a handle on keeping them out… it hadn't helped that she'd started 'spacing out' rather frequently… then when she'd eventually hit on elbow-length gloves and a jacket… it'd just made her all the odder… a couple of the nicer kids had merely called her quirky and left it at that, but none wanted to risk getting close, not with the meaner ones being who they were…

Sophie shook her head, she didn't want to think about it. It was in the past and didn't matter anymore. She had a couple of great friends now… a sister even, a place she actually felt that she fit! The brunette huffed and brushed some of her curly locks back out of her face mildly irritated at herself as her gaze once again drifted towards the door… the curiosity she felt refusing to be completely squashed…

She hesitated on the bed… still conflicted… wanting and yet not wanting…

 ***O*O*O***

The Doctor grinned at the gurgle baby Sophie made in response, "No, I'm not going to put funny sticks in my ears and press a nasty cold metal disk thing to your back, or stick you with a needle… I'm not that kind of Doctor," another gurgle, "Yes, I promise," he nodded for emphasis before he tickled her belly and got a laugh from her. He gently enfolded her tiny arm back inside the blanket so that it didn't get cold, "We're going to be really good friends one day, baby Sparks…" he paused as she gurgled up at him again, and he pouted lightly, "It's a good nickname," he insisted another gurgle, "Yes, I'm sure. It's brilliant, fantastic in fact! Ah… you just don't know what you're talking about Sparkie," he tickled her belly again, cutting off her responding gurgle as she laughed instead.

He sighed softly, "I wish I didn't have to leave you here… I wish I could take you some place nicer… to a nice, happy family somewhere…" he trailed sadly, "But I can't… and I'm really sorry. I'm so very sorry, but time says you grow up here…" he trailed again and he smiled at her again, "But one day you'll get to travel with me and Rose in the Tardis. We'll have so many adventures together, the three of us, worlds of fun and I'll show you so many amazing things," he told her with an enthusiastic grin.

"And you know, you're going to be amazing. I mean it. Completely amazing… well, clueless too…amazing and clueless," he murmured fondly and baby Sophie gurgled up at him, "You are, just a bit… well, a lot… it's part of your charm," he assured her. He glanced away his gaze turning a bit pensive, "And maybe that's a good thing," he muttered after a moment, "You could do so much better than me… find a nice human man that you can grow old with…" he swallowed thickly… hating the very thought, and his jaw clenched as a flare of jealousy flashed through him at the idea of some faceless man with his Sparks…

 ***O*O*O***

Sophie huffed out a breath as she rolled off the bed and onto her feet, swiftly reaching for the black leather jacket that the Tardis had shrunk down for her shrugging it on as she moved towards her bedroom door, her burning curiosity getting the better of her.

 ***O*O*O***

He shook the unpleasant thought away and focused his gaze back on baby Sophie whose small arm had escaped the confines of her baby blanket again. He let her take hold of his finger again and smiled fondly at her once more, "You're going to get chilled if you keep doing that," he chided gently and baby Sophie gurgled up at him again. He froze, his hearts clenching for her, "I don't know," he murmured his throat feeling tight, "I don't know where your mummy and daddy are…" he cuddled her a bit closer, rocking her gently as she began to fuss a bit in distress, "I know," he hushed, "I know and I'm really sorry," he soothed.

"So very sorry," he murmured again as baby Sophie quieted again with a small hiccup. He reached into his coat pocket and pulled out a clean hanky and gently dried her wet cheeks with careful dabs, "It's gonna be alright, you'll see…" he trailed hesitating a long moment as he put the hanky back into his pocket, "Do… do you remember when you were with them last? Where you were?" he asked and listened intently as she began to gurgle up at him again.

A few minutes later found him tickling her belly again and pulling the odd random face as he balanced baby Sophie on his knees, getting smiles and baby laughs as he worked on cheering her up and keeping her distracted from the fact that her mummy and daddy weren't there, and wouldn't be back…

He heard the approach of soft steps and he looked up and his gaze landed on the older version of Sophie as she came through the gate, easily working it so that the hinges didn't squeak as they had for him and the old woman.

"Hey, I thought you didn't…" he trailed off as the older Sophie shrugged a bit.

"I couldn't not know… not now that we're here," Sophie murmured eyeing the baby in the Doctor's arms… a baby wrapped in a very familiar baby blue blanket, "Is this ok… I mean… I don't wanna cause a paradox or anything?"

"You should be fine… just don't touch baby you," the Doctor replied and Sophie nodded her understanding.

Sophie twisted her gloved fingers together before she could even think to stop herself, her heart beating uncomfortably fast and her throat felt rather tight and her mouth dry… still she forced herself to speak again… needing to know, "Did, uh… did you see… do you… was it…" she tripped over her words unable to get the full question out.

"I did," the Doctor murmured softly knowing what she was trying to ask, "And it wasn't your parents," he told her, brushing his consciousness against hers soothingly and felt her brush back her tense body language relaxing somewhat.

Sophie blinked absorbing the information, her blue eyes wide and her breathing a little shaky. She swallowed and sucked in a deep steadying breath, before she attempted to speak again, "Then who? Who left me here?"

"An elderly woman. No relation to you… from what she said, she didn't even know you…" the Doctor hesitated, knowing that the next bit wouldn't be easy for her to hear, but still he pressed on. Explaining as gently as he could what the old woman had told him of how she'd come to be carrying the baby he was currently let keep a tight grip on his finger once again… she really wasn't fond of having both arms swaddled up in the blanket.

"I don't… I…" Sophie muttered one of her hands coming up to tangle in the ends of her hair anxiously, "I thought I'd be relieved if it wasn't my parents… but," she frowned, her fingers tugged at the strands of her hair, "All I can think is… where are they… what happened?"

The Doctor shook his head, "The rather unpleasant old lady didn't know… and you, were asleep. The last thing she remembers of your parents is your dad kissing you goodnight and your mum laying you down in a cot… you then woke up after being thrust into the arms of the old lady…"

Sophie blinked, her breath seizing momentarily in her chest, "My dad kissed me goodnight… and my mum put me to bed…" she murmured.

The Doctor nodded, "Sung a lullaby to get you to sleep."

"I wish I could remember that…" Sophie murmured staring at her baby-self… wondering how long she'd remember them before the memories faded… she felt her eyes prick hotly and she turned away from the Doctor and the baby as she fought for control over her tear ducts.

"Sparks?"

"I'm alright… I just need a minute…" Sophie muttered speaking past a large lump in her throat. She could feel the Doctor's concerned gaze on her back as she focused on her breathing… a slow in and out… and after a few moments the hot prick of tears against the backs of her eyes receded. She sighed out another slightly shaky breath and allowed her fingers to untangle from the ends of her hair as her gaze caught on a familiar old tree.

The Doctor followed her with concerned eyes as Sophie walked over to the tree he'd used to conceal himself earlier, his eyes turning a bit curious as he watched her reach out a hand and placed it against the bark as if to say 'hello' to it.

"I used to sit by this tree all the time…" Sophie broke the silence after a moment still feeling his eyes on her, "I'd sneak out at night when everyone else was supposed to be in bed and I'd sit on this old root…" Sophie sat onto the upraised root and leaned her back against the trunk just like she had as a child, her gaze far away as she reminisced, "And I'd tell this old tree my troubles… my secrets… what had happened that day… anything and everything really."

The Doctor nodded, "Trees make good confidants," he agreed quietly, once again wishing more than ever that he could just take baby Sophie elsewhere. He swaddled her escaped arm back into her blanket and she gurgled a tired complaint at him, and he gently tapped her nose. Baby Sophie yawned and blinked up at him sleepily.

"The best," Sophie agreed from where she was sitting on the tree root, "Endlessly patient too," she let out a low breath and glanced about the rapidly lightening sky and grimaced lightly, "We should go," she murmured turning her gaze to the Doctor, "I was found alone at 6 in the morning…"

The Doctor nodded reluctantly and shifted up onto his feet so that he could place baby Sophie back down on the stoop, getting a protesting sleepy gurgle that tugged at his hearts, "I'm sorry," he murmured quietly, "But you'll see me again…" she gurgled sleepily again and he nodded, "I promise…" he murmured and baby Sophie closed her eyes again as another yawn overpowered her, "Go to sleep," he urged gently stroking the backs of his fingers down her cheek soothingly, "And keep your arms in the blanket," he chided lightly, before he straightened up and began backing away.

Sophie stared at baby her swaddled in the baby blue blanket... she knew that they had to leave… she'd been found alone and she'd lived here until she was eighteen, but even though 6am was fast approaching and the three that would find her and take her inside would be here soon… she couldn't get her feet to move… knowing just how much she hated living here, how lonely she'd been, how cruel the other children…

The Doctor took her hand and she clasped it tightly and finally her legs could move and the two quietly walked away, Sophie opening the gate again so that the hinges remained silent.

A few moments later and the two, hidden in the shadows of a building across from the orphanage, watched as three women found baby Sophie, one of them lifting her up from the stoop and after a couple of moments the three disappeared inside the building taking the baby with them.

Sophie let out a shaky breath, "They're probably giving me my name now… or they will be soon…" she murmured.

The Doctor blinked and glanced over at her slightly wide eyed, "I'm sorry Sparks. I didn't think to ask her what your parents named you."

Sophie sank her teeth into her lower lip as she eyed the orphanage door for another moment, "That would have been nice to know," she acknowledged softly, before she turned her gaze to him, "But… it'd be strange too. I'm used to Sophie… as far as I can remember, I've always been Sophie Annette Connolly," she smiled a bit wryly, "I could have been Annette Sophie ya know… if the mousy blond had been the one to pick me up… that's how they decided apparently. Sophie Mercer picked me up so I got her name. I got Annette from the well, the mousy blond… mostly because it was the name that went best with Sophie and Connolly from the red head…" she trailed and shrugged unsure why she was telling him… the words where just kind of spilling out.

"I might have even been Jane, if Jane Connolly had of been the one to pick me up instead... of course I wouldn't have been Connolly then…" Sophie trailed again kind of wishing that her tongue would just stop already, "All and all, I think I ended up with a pretty good name… not that the others where bad or anything… I just," she continued to ramble only to cut herself off as the Doctor squeezed her hand.

He smiled at her in fond amusement, "I think you ended up with a good name too, Sparks," he told her and Sophie huffed out a mildly amused breath, finding that just a bit ironic coming from him, considering he very rarely actually used her name.

"So, I guess this didn't really give you the answers you were looking for," Sophie murmured as they began to make their way back down the street towards the Tardis.

"No…" the Doctor responded with a small pout, but he wasn't quite ready to give up yet, "Not yet."

Sophie blinked, "You've got another idea?"

The Doctor shot her a quick grin and quickened their pace, the half-formed idea that had occurred to him solidifying.

 ***O*O*O***

Sophie blinked as silence fell in the console room of the Tardis as the Doctor finished a slightly confusing explanation of his idea from where he was standing by the console, watching her with concerned eyes. She swallowed a bit thickly, "You're saying you want to visit my… the house baby me was living in…"

The Doctor nodded, "With a bit of your DNA it shouldn't be too hard to find with the Tardis… well, with a tiny bit of recalibration," he murmured carefully watching her for her reaction not wanting to upset her, "I should be able to get us really close and then from there…" he trailed as Sophie's brow scrunched into a frown.

"I'd… I'd be able to see them…" she muttered quietly, her heart feeling heavier and lighter all at once.

The Doctor stiffened his eyes widened and his hearts clenched in agony for the petite brunette, "Sparks… I… really… I doubt they'd still be…" he couldn't finish.

Sophie blinked nodding quickly understanding what he was trying to get at… she'd thought as much… why else would a woman not her mother have had her, "No… I didn't mean them… them…" she swallowed thickly, "I meant there'd be pictures… families do pictures… so I'd get to see what they looked like…" she trailed again her throat feeling tight.

The Doctor nodded, "Yeah… they do," he agreed quietly.

Sophie swallowed again, her mind ticking it over… as conflicting desires warred in her once more, one part desperately wanting to see… the other wanting to run far and fast... "Is, is it safe… to do it?"

"It should be fine," the Doctor responded, "But just in case… I'd go inside first… you'd wait until I said if it's ok…" he stared at her intently, "Could you do that?"

Sophie nodded a bit jerkily, "Yeah… I could… rather avoid reapers…" she murmured rubbing a hand up and down her arm with a bit of a shiver, "Creepy alien birds of doom," she muttered lowly.

The Doctor nodded his lips twitching upwards slightly having heard her low muttering, "Yeah, we definitely want to avoid those."

Sophie sucked in another breath still thinking, her teeth worrying her lower lip once again for a moment, "Will hair do? For the DNA…"

The Doctor nodded, "Yeah. Hairs fine," he murmured softly eyeing her expression with concern, "Sparks," he waited until she was meeting his gaze, "We don't have to… you know that, right?" he asked, as much as he wanted to find the answers that'd let him help her and shed some light on the why's and how's behind her abilities, he didn't want to hurt her in the process… if he'd been able to think of any other option… he'd never have brought it up…

Sophie gave him a small smile, "I know," she assured him, "I think… that now, I'd regret not finding out what I could while we're here," she admitted and reached up a hand towards her head, her fingers closed around a strand of hair and yanked hard enough to pull one out by the root.

The Doctor nodded his understanding and accepted the strand of hair, before he pushed a button on the console that had a small tube-like thing coming out the console that he fed the hair into, "Right," he murmured, "Now all I've got to do is calibrate the Tardis to search for…"

"To search for what?" Rose asked from the top of the staircase drawing their gaze to see her standing with her arms crossed and looking distinctly unimpressed, "Why do I get the feeling I've missed out on part of an adventure?" she asked as she began down the stairs.

The Doctor rubbed at the back of his neck a bit sheepishly as he eyed the advancing Rose… as he wondered what exactly he could say to get himself out of this one… she really didn't look happy and he doubted it'd get better when she realized just where they were and what it was that she'd missed whilst she was sleeping…

 ***O*O*O***

"I can't believe I missed out on baby Sophie cuddles!" Rose pouted shooting the Doctor a still slightly irritated look, one which he returned whilst giving his upper arm a rub… she'd smacked him… it hadn't been overly hard… but still… she'd actually smacked him! "I bet you were cute too!" Rose lamented.

From where he was standing in front of the Tardis monitor the Doctor smiled, "She was," he agreed and Rose pouted a bit harder in disappointment.

"All babies are cute," Sophie murmured distractedly as she tapped her fingers a bit anxiously against the Tardis' console, being sure to avoid hitting any buttons.

"Yeah… but this was baby _you_!" Rose responded just as the Tardis let out a chime like beep.

Sophie straightened up tensing just a little bit, "Has it…"

"Closing in on it," the Doctor responded as he adjusted a few controls and smacked his hand down onto a button in quick succession, before he dashed about the console, tugging down a lever on his way that had the Tardis beginning to shake lightly as she began to dematerialize.

A short moment later the Tardis stopped and another chimed sounded. Rose blinked only slightly surprised, "That was quick," she commented.

"We're just a couple of blocks over, hang on…" the Doctor trailed as he eyed the monitor once again, "I can get us a bit closer than this," he started about the console again his hands working rapidly, the shaking started again only to stop a moment later as she rapidly dematerialized and materialized in quick succession, "There we are… close as I can get the Tardis," he told them reaching for a hand held device he'd set up earlier to help pinpoint the house even further once they were outside of the ship.

The Doctor came around the console device in hand. His gaze going to Sophie who was twisting the ends of her hair around her fingers nervously. Her eyes lifted to his and he could see the nervous, anxious excitement she was feeling in them. He brushed his consciousness against hers soothingly and a line of tension seemed to leave her, her fingers loosening their hold on her hair as she brushed back softly.

"You ready?" he asked softly as he came up beside her.

Sophie's teeth abused her lower lip again for a moment as she nodded, "…as I'll ever be," she murmured.

"Shall we then?" Rose asked softly as she eyed the brunette with concern, as excited as she was to get to find out more about Sophie… perhaps even see a baby picture or two… she was highly aware that it had to be hard for the brunette.

Sophie nodded and the three made their way towards the doors of the Tardis, the sentient ship humming after them.

 ***O*O*O***

The trio stepped out onto the street, the two women following the Doctor for a few steps as he aimed his hand-held device around at the buildings on the residential street the Tardis had materialized in.

Sophie glanced about the London Street… it was an average everyday London residential district street… but this one in another life… if she hadn't been left in an orphanage may have been the one she'd have grown up on… hell she'd walked down this street a fair few times… walked past these houses mostly when she'd been just wandering… not wanting to be in orphanage but not having anything better to do…

The Doctor stopped and Sophie almost ran up his back, the Doctor slowly turned in a circle and then stilled completely.

Sophie swallowed, "Which one…?"

The Doctor nodded at the one in front of them, a small brick fence bricking off the yard… it was a house painted white and had a small flower garden… purple tulips... the only flower planted lining the front of the house, "That one," he murmured softly, glancing over at Sophie who stepped around from behind him to get a better look at the house.

The three made their way towards the house, the Doctor opening the small gate and made his way up the small almost stepping stone path that led to the front porch, Sophie and Rose following closely behind him.

The Doctor paused as he reached the front door and he turned back towards them, "Remember… you both wait out here until I say otherwise," he reminded them.

Rose scowled a bit and crossed her arms unable to help but feel that he was mainly speaking to her, even so she nodded. Her gaze drifting to Sophie who was on her left as she too nodded quietly, the brunette's gaze still lingering on the front yard, the tulips that they'd walked past, before resting on the door again as the Doctor peeked briefly in the window beside the door.

He slipped the hand-held device into his coat pocket and pulled out his sonic buzzing it at the door discreetly before he reached out and turned the knob, the door unlatching with a quiet snick. He opened it just enough to slip inside and closed it behind him.

Rose shifted a bit impatiently on the front porch of the house, curiosity burning in her chest, making her just want to barge on in instead of waiting for the Doctor's go ahead… she glanced over at the quiet Sophie who was now staring at the door with a quiet intensity and she mentally berated herself… this wasn't about her… she reached over and grasped her hand giving it a tight squeeze, the brunette squeezing back, but not breaking her stare from the smooth solid wood of the front door that a brass knocker.

"Doctor?" Rose called after another brief moment of silence had passed.

"Yeah… you two can come in," the Doctor's voice called back, Rose shifted then hesitated again, forcing herself to wait for Sophie to be the one to push open the door and step in before her, before she followed closely on the brunette's heels, shutting the door behind them.

Sophie trailed her gaze about the small entryway, her gaze landing on the Doctor as he stood in what appeared to be the living room, just looking… not really moving aside from his head as he slowly looked about the space. A small frown scrunching her brow as she took in the bare walls… she'd been hoping for photo's but… maybe further in… she'd only really seen the entryway after all…

"Can we look about?" Rose asked with the bite of sarcasm to her tone unable to help herself as they came to stand by the Doctor.

He nodded not even looking at her as a small frown of his own furrowed his brow, "Yes… just don't touch," he added with only the barest traces of sarcasm that had Rose rolling her eyes but moving on.

Her gaze going briefly to Sophie who'd for the most part ignored the exchange between them as her gaze swept over the living area they were in pausing on a mantle where picture frames where set up. She moved towards them, her gaze transfixed on the two strangers in the photos… and the baby the woman was cuddling close…

"You were a cute baby," Rose commented as she looked at another photo, before she turned and moved to where Sophie was standing in front of a mantle, "You got your dad's curls… mum's hair colour and eyes though," the blond observed and Sophie could only nod silently, her throat feeling tight as she gazed at the pictures of the two people she couldn't remember knowing… but they looked happy… in all the pictures they looked happy… so… what had happened?

Slowly she turned away to see the blond had stepped away again. Her gaze flicking over the living room again and then sweeping over the kitchen, before her eyes caught on a hallway where she could see at least three open doorways… from where she was standing.

The Doctor glanced over at her as she stepped further away from him, Rose moving towards the sliding doors that lead out into a backyard area. He turned his gaze away again… the small frown still furrowing his brow… as something tickled him as a little off about the house… just something slight… something that he was missing… it was on the tip of his tongue… but he couldn't quiet put his finger on it… he was close though… so very close…

Sophie glanced briefly into the first open doorway, blinking briefly at the spotless bathroom, but moved on not interested in the space. Her gaze flitting over the walls of the hallway taking in the mounted picture frames that where hanging at intervals… a mixture of baby her, her parents and then a few more with all three… pausing at each one… she slowed further and then stopped completely as she came up to the next doorway and felt herself freeze as her gaze caught on a cot… a small light brown bear sitting in it.

She hovered in the doorway… unable to bring herself to enter even as her gaze darted about, resting on the dresser that matched the design of the cot, a changing table in the corner, a rocking chair with a yellow pillow… a light yellow that matched the colour painted on the walls… a toy box… not a thing out of place… everything… neat… tidy… she swallowed thickly as her gaze came to rest on the bear again… the bear that was sitting in the cot… she didn't recognize it at all… she recognized nothing in the room… not that she expected too… but still, she couldn't help but wonder if baby her was missing that bear… it had to be in the cot for a reason… had it been her favourite once…?

 ***O*O*O***

In the living room the Doctor ignored the sound of the sliding doors opening and shutting again as Rose stepped back into the house the blond snooping about in the kitchen. He ran his hand along a bookshelf… eyeing the titles briefly, before turning away from it… he brushed his thumb and forefinger together… no dust… his gaze landed on the coffee table… a couple of magazines neatly stacked on top of each other… the remote facing the telly… he frowned a bit harder… his mind racing cataloguing what he was seeing… what was wrong…? It was right in front of his face… he could feel it…

He moved over to the photo frames on the mantle that Sophie had been looking at earlier… the same ones he'd spotted when he first came in. His brown eyes staring at the images sadly as he continued to ponder the same thing over and over… what had happened to the couple in the photo… he frowned slightly… he couldn't shake the feeling that something horrible had happened in this house… yet it was clean… there was no trace of anything happening here… and yet baby Sophie remembered being put down to sleep in her cot…

"It's odd," Rose commented coming out of the kitchen as Sophie stepped back out of the hallway, "It kind of feels like no one lives here…" she muttered with a concerned frown.

Sophie nodded slightly, "There's all this stuff scattered about… but nothing's out of place… and everything clean…"

"Clinical," Rose agreed, "I couldn't do that… live in a place and keep it spotless and mum always said that when she had me… it was impossible to keep things completely tidy… she'd be lucky to get the dishes done and she was always stepping on toys and the like…"

"Clinical… too clean…" the Doctor muttered his mind racing… "And not a thing out of place…" he stilled a cold feeling of dread shooting down his spine, and his eyes widened ever so slightly. His gaze going briefly to the man and woman that were smiling in the photographs trying to fathom why… why them… but it was something he'd have to ponder on a little later. Right know he needed to get them out, all three of them… out of this house…

"Sophie… Rose…" he said calmly turning towards the two the dead serious expression on his face making them still as they eyed him, "We need to leave… _now!_ " and in the next moment they were out of the house and running down the street heading directly for the parked Tardis.

 ***O*O*O***

"What in the hell was that about?!" Rose demanded as the Tardis' doors snapped shut behind them and the Doctor was rushing around the console getting them back up into the vortex.

Sophie leaned against the closed Tardis doors, eyeing him as he pulled a final lever that had the engines coming to life… the Tardis humming soothingly at her… almost apologetically. She swallowed, "You figured out what happened to them… didn't you?" she murmured her voice quiet as her throat ached from how tight it felt.

The Doctor looked up meeting her gaze solemnly, and nodded regretfully, "Yes…" he agreed, "Time Lord's called them 'cleaners' lots of civilizations in the universe have them… there sort of… though there are a couple who don't…" he hesitated hating every word out of his mouth a hand scrubbing through his hair again mussing it up even further.

Rose stared wide eyed putting together what he was trying to say, "Oh, my God!" she gasped pained and horrified glancing over at Sophie who was doing her closed off face thing… as she just stared… though to Rose she looked pale… and her chest was rising and falling rapidly.

The Doctor swallowed, almost wishing that Sophie would ask him to stop talking… that she got it… but she just stared at him waiting for him to continue with that shutdown expression of hers that spoke of so much pain… so much hurt… he hated seeing it… he really did, "Whether it was team or – or just one person… alien… it would have been quick Sparks… they're trained to be…" he trailed swallowing thickly again, "They wouldn't have known…" he tugged at his ear again, why did that not sound as comforting as it did in his head… hell he was sure he was making it worse! He should really just probably shut up all ready… he should never have suggested that they…

"Why would they…?" Sophie found her voice… though it sounded weak in her ears almost strangled by the lump in her throat, and she couldn't finish the question.

The Doctor shook his head, "I don't know… I doubt we'll ever be able to find out… but I recognize the signs…" he trailed, it may have taken him a bit but he'd know those signs anywhere... he sighed out a pained breath as he continued to watch her feeling helpless, because he didn't know why… hell he didn't have a clue why 'cleaners' from any civilization would target a pair of humans… humans weren't even out in the universe yet… hadn't spread out among the stars like they would so many centuries from now… and damn it… he wished he did so he could give her some proper answers… the answers she no doubt wanted… probably a hundred timed more than he did…"I'm so sorry Sparks… I really am so, so sorry."

Sophie frowned lightly, her eyes still pricking hotly as she fought back tears images of the man and woman in those pictures in the house that had been… could have been a home… "Why wouldn't they have killed me too?"

The Doctor's hearts ached harder, "Best guess… no matter how professional or well-trained… it's hard to look at a baby and feel nothing…" he trailed off again as Sophie bowed her head shoulders shaking with suppressed tears.

Sophie squeezed her eyes shut against the knowledge… so, she'd survived because the person or persons who had killed her parents had taken pity on a baby… against her will she felt hot tears begin to slip free of her eyes and her legs shook as her knees felt weak… and in the next moment she was sliding towards the grating of the console room floor as her knees gave out under her weight…

Strong arms caught her and she clutched at the Doctor, his consciousness caressing against hers soothingly as he hugged her too him murmuring mental and vocal apologies or just soothing nonsensical words she couldn't tell… there was a strange ringing in her ears that made speech hard to understand… all she knew was that he was hugging her and she was holding onto him like a lifeline… as she continued to cry. Hot silent tears that continued to slide down her cheeks wetly… silently… except for her small gulps of much needed air…

Another set of arms joined them, a warm body pressing against her back in a warm hug as Rose wrapped her up in a warm embrace too.

Sophie blinked as she gradually became aware of the Tardis shaking as she started doing more than just idly drifting through the vortex. She glanced up in the general direction of the console, "Is the Tardis… travelling somewhere?" she asked a bit curiously, a hand coming up to swipe at her embarrassingly wet cheeks.

The Doctor glanced towards the console himself, his gaze curious and slightly alarmed… the Tardis wasn't supposed to fly herself… "Yeah… uh… but I didn't… we're supposed to just be drifting…" he muttered glancing about at the Tardis with a mild frown.

"You should probably check…" Sophie muttered and she moved to get to her feet, the Doctor helping her as he shifted to accommodate her movement, easily rising to his feet, his hands helping to steady her.

"Or not…" Sophie trailed as the Tardis stopped moving, engines powering down by themselves as she wheezed as she materialized. The Tardis let out a low chime and opened her doors invitingly, and hummed at them encouragingly.

"I'll check," Rose offered as she slowly pulled back from where she plastered herself against Sophie's back, eyeing the open door with curiosity as she started towards it. The Doctor frowned lightly again as he and Sophie followed her towards the doors.

Rose blinked as she stopped at the doors looking out at the view, "It's… a beach," she declared as the Doctor and Sophie came to stand beside her.

Sophie looked about at the almost pure white sandy beach, "Isn't this…?"

"The Beach of Singing Sands!" the Doctor exclaimed and Rose stepped out onto the beach immediately creating a couple of musical notes.

"Ooh wow!" the blond exclaimed with a smile taking a few more steps a small giggle escaping her as more notes sounded.

Sophie reached out and patted a grateful hand against the Tardis' doorframe as she stepped out onto the beautiful beach and got a soft hum from the ship.

The Doctor lingered in the doorway a moment longer, just watching the two of them for a moment before he turned his gaze back to his ship, lifting a hand to stroke the wall fondly and somewhat confused as to how his brilliant ship had flown herself, before he too stepped out of the Tardis trailing after the backs of Sophie and Rose as the two moved along the beach.

 ***O*O*O***

A long while later, Sophie lay on the splayed out on the black leather jacket, her elbow-length gloves lying beside her on the sand, her eyes closed against the sun that was warm and bright high above them. Rose was on her left lying on her own jacket, their shoes with their socks stuffed into them sitting to the right of them. The two having ditched them so that they could go bare foot on the sand and wade ankle deep in the pink tinged water.

"Space-Cadet?"

Sophie sighed out a low breath, feeling the blonde's eyes on her, she turned her head towards her and opened her eyes, "I'm alright, Rosie," she mumbled and the blond gave her a dubious look that spoke volumes of how much she didn't believe her.

Sophie sighed again, "It hurts," she admitted quietly, "And it's sad… and I hate that it's happened… but, I think… I think that they loved me, and that's something I didn't know before…"

"I think they did too," Rose murmured, "All those photo's… they were filled with love," and Sophie smiled at her softly before she nodded her agreement, her heart still hurting… but her parents had loved her… had wanted her and that… that meant the world to her.

Sand sung to their right and they glanced over at the Doctor as he came over to them three mugs on a small tray in hand.

"Hot chocolate?" Sophie guessed sitting up to accept a mug.

"Yep," the Doctor agreed as he handed her one and then gave one to Rose as the blond sat up eagerly.

Sophie took his mug for him and set the tray on the sand as the Doctor shrugged off his own coat and lay it on the ground to sit on and handed it back once he was settled comfortably. Her eyes drifting over his mussed hairline and blinked a bit, "Is there… chocolate powder in your hair?"

The Doctor grimaced a bit and reached up to tousle his hair and a small fine cloud of powder came from it, "I thought I got it all," he muttered with a small sigh, "There was a small mishap in the kitchen," he admitted a little sheepishly, "I was gonna do lemonade cos it's a bit warmer than last time we were here… the Tardis disagreed…"

"And she did so by… dumping chocolate powder on you?" Sophie queried lips twitching in amusement.

"I may have tried to ignore her…" the Doctor replied brushing more powder out of his hair.

"Good on the Tardis," Rose chortled with amusement, "Pity she wasted good hot chocolate powder to make her point."

The Doctor mock scowled at the blond, "Oi!" he protested and then shook his head.

Sophie let out a low amused sound as she got lightly sprayed by the fine powder as it came flying from his hair, "How much did she dump on you? An entire tin?" she laughed.

"Felt like it," he agreed and shook his head again.

"Oi!" Sophie protested, though it lacked any heat as she laughed through it. She glanced about the beach and took a gulp of her drink, the marshmallows all melty, "Is there going to be another musical sand storm?" she asked him.

The Doctor glanced about the beach as his companions awaited his answer with interest, "No… next one isn't due for, ooh… three weeks."

"Bummer," Rose murmured mildly disappointed, a musical sand storm had sounded rather interesting.

Sophie nodded her agreement only slightly disappointed herself, but didn't say anything as she looked out over the pink lightly lapping water. She was about to take another gulp of her hot chocolate when she felt the Doctor's hand take hers. The feel of his skin against hers making her tense on instinct for a brief moment before she remembered his little trick… one he must have been using as no vision took over her senses and she curled her fingers about his hand as she relaxed again.

She felt his consciousness brush against hers and got the feeling that instead of saying 'hello' he was apologizing once again. She blinked a bit heavily as she felt the beginnings of a stinging sensation behind her eyes once more, but focused on mentally brushing back hoping that she conveyed the fact that she felt he didn't have anything to apologize for… a moment later she felt that she'd succeeded as his hand tightened about hers and the feel of his consciousness as it continued to brush against hers lightened.

 ***O*O*O***

"How about we visit the Eye of Orion next?" the Doctor suggested a bit later as the three of them made their way back towards the Tardis.

"Ok," Sophie agreed easily.

"Yeah, let's do it!" Rose exclaimed as she entered the Tardis, Sophie a step behind her, the Doctor following them in with a smile.

The Tardis shut the door behind him and in the next moment the three of them were at the console and the engines powered up, before she dematerialized from the Beaches of the Singing Sands and flew with speed through the vortex once again heading for the Eye of Orion.


	6. Chapter 5 Tooth and Claw

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** A big thank you to everyone who followed/favourited and reviewed last chapter. I hope you all have a wonderful holiday and a Merry Christmas if you celebrate it and a happy New Year if I don't have the time to be able to get another chapter done and posted before it. And once again, thanks to **Saberbladeprime** for all the help.

 **CHAPTER 5**

 **Tooth and Claw**

The Doctor wandered about the console room of the Tardis, heading towards the console once again as he searched about in a rather haphazard fashion, a low humming tune escaping him every so often.

He glanced over in the direction of the pilot's chair where Sophie was curled up rather comfortably, her legs tucked up on it as she half-lounged, her gaze focused on the slightly age battered copy of 'The Hobbit'. He smiled fondly at the sight before he turned his gaze away again to continue his idle searching as the both of them continued to wait in companionable silence for Rose to make it back down to the console room.

Sophie glanced up from her book focusing her gaze on the Doctor, blue eyes slightly curious… she could have sworn that she'd felt him looking at her, but… she must have been imagining it because he was clearly digging about underneath the console where she knew there was a set of shelving and a mallet hung from a hook close by… she lowered her gaze back to her book again focusing her attention back on the adventure of Bilbo Baggins as he once again wished for the warmth of his cosy hobbit hole…

The Doctor hummed idly to himself once again, his mind drifting over where he could possibly take his two companions… he'd already decided on the 1970s… just where… what would be a good place… something that'd make Sophie smile… he was still trying to cheer her up after what they'd found out about her parents fate in 1982… although the trip to the Beach of Singing Sands and the Eye of Orion had worked wonders… he could still detect sadness in her smiles and shadows of that pain behind her eyes… so he really wanted to do something fun… another nice, relaxing adventure, hopefully one that'd have her beaming one of her grins at him and have her eyes shining with the joy he preferred to see in her hazel flecked blue depths.

He glanced over at her again, his brown eyes contemplative as he tried to narrow down his choices a bit further and glanced away again as he shifted about the console searching other nooks and crannies, looking for inspiration – just missing the fact that Sophie had looked up once again in response to feeling his gaze on her… and entirely missing the way she blinked in confusion at seeing him seemingly completely absorbed in his search as she wondered why she kept thinking that he was looking at her.

She lowered her gaze back down to her book finding her place on the new page she was on the rhythmic hum of the Tardis shifting only slightly as the sentient ship stifled her fondly amused chuckle at the pair.

The Doctor found a small bag that had been stuffed into a spot under the console and pulled it out, straightening up so that he could place it on top of the console as he pulled it open and began looking through its contents.

"Ooh!" the Doctor exclaimed breaking the silence as he came across something that had him grinning, "Have a looks Sparks!" he urged as he turned towards her, spreading the sliver item between his hands, "My old sonic slinky! I haven't seen this in years… I wondered where it got to!"

Sophie blinked as she stared at the slinky that the Doctor was showing her with enthusiasm, "A sonic slinky?" she questioned curiously as she watched the Doctor manoeuvre it between his hands, stretching the coils in and out and up and down. The actions making it give off soft swish-like sounds, the kind every slinky made.

"Yep!" the Doctor beamed a grin as he let one end go so that it was extending down to the floor, before he let go completely and the slinky started slinking across the floor in a way that was impossible for the slinkies that Sophie had been familiar with on Earth.

It slinked up to the chair she was curled up in and then with a larger slink it pooled up and into her lap, "So… when you say sonic slinky. You mean it's got extra slink," Sophie commented as she closed her book placed it on her lap beside the slinky that seemed to be waiting for something. She picked it up and had a closer look at it manipulating the ends a bit as she couldn't help but play with it… there was just something about slinkies that made her want to play with them.

"Set it back down on the ground," the Doctor encouraged.

Sophie glanced over at him, before she let the slinky slink back to the ground and with renewed vigour it slunk about the grated panelling of the Tardis console room floor, before coming to a stop a couple of moments later.

"So, why do you have a sonic slinky?" Sophie asked curiously as the Doctor bent down and picked up the now motionless slinky.

"I got a bit bored… found an old slinky and just started tinkering…" the Doctor trailed and shrugged a bit, "Ended up with a slightly sonic slinky… that responds just a little to telepathy," he manoeuvred it between his hands again, "I got a bit distracted after that… put it down and it… well," the Doctor shrugged a bit and grinned.

"So, how'd it end up in the bag?" Sophie asked tilting her head slightly.

The Doctor blinked and then shrugged, "Must have wandered into it."

"By itself?"

"Stranger things have happened," the Doctor defended slinking the slinky from one hand to the other.

"True… and it is very… slinky," Sophie murmured as she watched go from one of the Doctor's hands to the other and back again.

"Yep," he agreed and set it down on top of the console by the bag and the two watched as it immediately slunk down to the ground and then back up under the console.

Sophie blinked again and then smiled, "I guess it likes it under there."

"Seems so," the Doctor agreed with a nod, before he began searching through the bag again, another hum like sound escaping him as he shifted the contents about.

Sophie smiled at him for a brief moment longer before she opened her book again easily finding her page again. Her gaze scanning over the lines of black printed words until she found her spot once again…

She blinked as she once again felt the sensation of his gaze on her and slowly she lifted her head to look at him again, only to once again see that she was mistaken… for he was clearly digging through the bag he'd uncovered with enthusiasm and not looking at her.

The Tardis hummed lightly in amusement again as Sophie once again looked down at her book, idly wondering for a moment just what was taking Rose so long to get ready as she re-found her spot once again, the comfortable silence returning and Sophie turned a page.

A short while later Rose entered the console room, zipping up a bag that she then shoved up against a wall so that it'd be out of the way. The blond then turned to the two other occupants of the room, "What do you think of this?" she asked drawing their attention as she brushed a hand over her mini-dungaree skirt that she'd coupled with a pink t-shirt and black tights, "Will it do?"

"In the late 1970s?" the Doctor asked as he eyed her a bit critically, "You'd be better off in a bin bag."

Sophie shut her book as Rose shot the Doctor a mildly irritated look, it'd taken her ages to find something she liked that was remotely 1970s, "Don't listen to him," the brunette said earning a slightly pouty look from him, "He was hoping one of us would go with a bit of disco."

Rose rolled her eyes and made a sound, "Yeah… not happening," she stated a bit flatly as Sophie got up from the chair.

"The 70s were flashy," he insisted, "And neither of you went for flashy," the Doctor continued to pout just a little as Sophie slipped on the black Go-Go boots she'd chosen to go with her outfit. The denim of her bell-bottom jeans covering them.

Sophie shrugged, "Flashy disco wouldn't have gone with the leather jacket. Sides I've got a peace symbol on my shirt," she said indicating the tie-dyed rainbow symbol that was splashed onto the otherwise white material of her chosen t-shirt that was mostly obscured by 9's old black leather jacket.

The Doctor grinned in a rather pleased fashion that had Sophie blinking at him for a brief moment before he was turning back and digging through the bag once again – still searching for inspiration that he really needed now that Rose had finally joined them again.

Rose smiled a little in amusement at the two of them even as she rolled her eyes at them and then leaned forward against the console with a smile, "Pinstripes aren't exactly 70s disco either," she commented a bit pointedly.

"Ooh, hold on," the Doctor exclaimed completely ignoring Rose, making the blond roll her eyes again and Sophie shook her head in amusement at his less then subtle avoidance. He pulled out a CD case and lifted out the CD before he tossed the case carelessly back into the bag with an enthused grin, "Listen to this," he told them as he slid the disc into the Tardis' player and it immediately began to play and he wandered back around the controls, "Ian Dury and the Blockheads. Number One in 1979," he informed them.

"Ooh, I'm seeing punk," Sophie said with amusement as the song 'Hit Me With Your Rhythm Stick' played through the console room, a grin playing across her lips.

"It's good to be a lunatic…" the Doctor sang along to the vocals.

Rose nodded with an amused grin of her own, "That's what he is," she agreed, "A big old punk…"

"With just a dash of rockabilly," Sophie added and the Doctor grinned as he began a small dance to the tune of the music.

"Just a little bit," Rose agreed.

The Doctor paused briefly as an idea struck him and he looked at them, "Would you like to see him?"

Sophie blinked at him and Rose gaped just a little, "How'd you mean?" the blond asked, "In concert?"

The Doctor shrugged eyeing Sophie, taking in the excited gleam in her blue eyes as she stared at him as she processed the suggestion, "What else is a Tardis for?" he replied to Rose's question starting up his funky little dance again Rose joining him as they moved about the console, "I can take you to the Battle of Trafalgar… the first anti-gravity Olympics…" he noticed Sophie just smiling at them, laughter in her eyes as she watched them, "Caesar crossing the Rubicon…" he swept her up into the dance earning a small noise of surprise, before she was laughing as he spun her about as Sophie followed his lead, the brunette still a bit unsure about how to dance with a partner.

Rose smiled widely as she watched him quickly dip Sophie briefly before bringing her back up and into a small spin as she continued her own little funky dance to the music… as they continued to move about the console.

"Or…" he reluctantly pulled away from Sophie as he began fiddling with the controls still doing a bit of a dance, "Ian Dury at the Top Rank, Sheffield, England, Earth, 21st November, 1979. What do you think?" he asked them.

Sophie smiled at him still laughing lightly, "Sheffield!"

"Sheffield, it is!" Rose cheered with a laugh of her own.

"Hold on tight!" the Doctor told them with an ecstatic grin rather pleased that he'd managed to get Sophie laughing and smiling with excitement and joy… he'd even managed to get a dance! He yanked down a lever that had them all lurching forward as the Tardis began to shake as she began to fly through the vortex rather than drift.

He hummed to the beat as he reached down beneath the console and pulled the mallet from its hook and began to hit the console to the rhythm of the song along with nodding his head still humming still rather thrilled that his idea had gone over so well… it'd been ages since he'd been to a concert and a concert in the 1970s… he couldn't wait!

Sophie stared wide eyed at the unnecessary beating of the Tardis console, "Oi! What are you hitting her for!" she cried in alarm releasing the shaking console to try and reach for him and the hammer as the Doctor either ignored her or didn't hear her as he continued to wack the mallet against the console.

The Tardis' rhythmic hum flared in irritation as she sent them hurtling a little faster through the vortex.

"Stop!" Sophie and Rose shouted over the music and as if on cue the Tardis stopped shaking with a rather large irritated lurch that threw all three of her passengers to the floor.

The Doctor laughed easily bounding back up to his feet, "1979," he helped Sophie to her feet and she took the mallet from him depositing it with some reluctance back on its hook under the console, "Hell of a year," he turned to help Rose up off the floor and the three started for the Tardis doors, "China invades Vietnam…" he grabbed his coat shrugging it on as he continued to head for the doors, "The Muppet Movie! Love that film," he chattered exuberantly getting smiles from his companions again.

"It's a good movie," Sophie agreed brightly and the Doctor's smile turned into a beaming grin.

"Margaret Thatcher… urgh…" the Doctor listed next his gaze turning thought as he thought back over the events of Earth 1979, "Skylab falls to Earth… with a little help from me… nearly took off my thumb," he informed them glancing back at them as he opened the Tardis door and stepped out of the Tardis.

"And I like my thumb. I need my thumb," he rambled, "I'm very attached to…" he trailed as the sound of rifles cocking reached his ears and he tore his gaze from the amused Sophie as she stepped out of the Tardis after him, followed by the equally amused Rose to see that they were surrounded by redcoats, "My thumb…" he finished a bit lamely and all three raised their hands up in surrender.

Sophie glanced about the grassy highlands they had landed on and the soldiers that were uniformed in red coats that were aiming rifles at them threateningly, "This isn't 1979," she murmured lowly.

"1879," the Doctor supplied and then shrugged a bit, "Same difference, really," and Sophie shot him a slightly incredulous look… as Rose made a low scoffing noise in the back of her throat as she eyed the soldiers a bit nervously…

"You will explain your presence," the solider atop the black horse ordered, his pistol aimed at them, "Why this girl sees fit to wear pants," Sophie blinked as he pointed at her and glanced down at herself biting her lower lip recalling that pants weren't an acceptable thing for a woman to wear in the 1800s, "And the nakedness of this girl," he pointed at Rose who looked down at herself now with a frown and an embarrassed heat began to rise in her cheeks despite the fact that she wasn't actually naked and shifted a touch awkwardly.

The Doctor blinked at the man's accent, "Are we in Scotland?" he asked and ignored the somewhat surprised look Sophie shot him at his sudden change from his Southern English accent to a lilting Scottish brogue without so much as a hint of difficulty.

"How can you be ignorant of that?"

"Oh, I'm… I'm dazed and confused," the Doctor said a bit theatrically glancing briefly over at Sophie and Rose who were eyeing him a bit curiously now, "I've been chasing this… this wee panted girl and naked child over hill and over dale," he cast his gaze over them again, "Isn't that right… ya timorous beasties?"

Both women narrowed their gazes on him slightly. _'Beastie?'_ Sophie projected, 'timorous' she could deal with… but _beastie_ … even so she nodded in agreement, "Aye," she muttered still eyeing the Doctor dubiously.

' _A very cute wee beastie,'_ the Doctor teased lightly as he projected the thought to her. A small amused smile tugging at his lips even as the brunette continued to glare at the side of his head.

Sophie narrowed her eyes a bit further even as her lips wanted to twitch upwards and her heart did an odd little palpitation, _'Sooo not helping…'_ she projected flatly and then blinked in a realization. Her gaze turning curious as she dismissed her mild irritation at being called a 'beastie' a 'cute' one or otherwise, _'How are you thinking in a Scottish brogue?'_

' _I'm clever,'_ came his somewhat smug response.

Rose nodded, entirely unaware of the telepathic conversation happening between Sophie and the Doctor, "Och, aye!" she said doing her best to try and imitate a Scottish brogue, "We've been oot and aboot."

The Doctor and Sophie swivelled their heads to stare at her, one amused and the other a bit horrified at the butchering, "No," the Doctor whispered at her, "Don't do that."

Rose blinked at him, "Hoots mon!" she tried again and Sophie couldn't stop the small amused sound that escaped her at the blonds awful second attempt… it'd been worse than her first.

"No," the Doctor whispered seriously, "Really don't," Rose went to open her mouth again, "Really," he added firmly and Rose clicked her mouth shut again, her eyes once again narrowed in irritation at being shushed… her accent hadn't been that bad… had it? Well… perhaps it had been the blond conceded with a small amount of reluctance as she took in the looks she'd garnered from those around them.

"Will you identify yourself, sir?" the mounted soldier called down, drawing their full attention back to him.

"I'm Doctor James McCrimmon," he introduced himself, picking a name that matched the Scottish accent he'd adopted, "From the…" he thought a moment, "Township of Balamory. Eh… I have my credentials, if I may…" the Doctor trailed and gestured towards his pocket and the man nodded his assent.

The three gladly lowered their arms and the Doctor reached into the pocket he'd indicated and pulled out his psychic paper, thinking hard on what he wanted it to say, "As you can see," he stated as he showed the paper to the man astride the horse, "A Doctorate from the University of Edinburgh. I trained under Doctor Bell himself."

"Let them approach," a woman's voice with a decidedly upper-class English lilt to it came from the nearby carriage that the soldiers had been escorting.

"I don't think that's wise, ma'am," the solider astride the horse cautioned still eyeing the trio with suspicion.

"Let them approach," the woman commanded again.

The Doctor gestured towards the carriage and the soldier seeing no other choice available to him nodded, "You will approach the carriage, and show all due deference," he commanded them sternly and the Doctor gave him an 'aye-aye' gesture that did nothing to stop the soldier from eyeing them warily as the three slowly approached the carriage as they'd been bid.

One of the footmen opened the door to the carriage revealing the composed regal woman that was seated inside as she swept her gaze over them.

"Sophie, Rose…" the Doctor said with a smile, "Might I introduce her Majesty Queen Victoria. Empress of India and Defender of the Faith."

"Sophie Connolly, Ma'am," Sophie introduced herself with a small awkward curtsy having never had to do one before, "I apologize for being so attired," she murmured with a small gesture to her clothing.

"Rose Tyler, Ma'am," Rose breathed with a small curtsy of her own, the best one she could manage in her mini-dungaree skirt, "And my apologies… for being so naked," she said with an equally nervous laugh, rather wishing that she'd gone for pants like Sophie... at least then she wouldn't be considered naked…

Queen Victoria stared at them sternly for a moment longer before she replied, "I've had five daughters. Pants and nakedness are nothing to me," she informed them, before she settled her gaze on the man with them, "But you, Doctor… show me these credentials," she commanded, gazing shrewdly at the paper from him when he obligingly held it out to her. She studied it for a moment, before glanced up at him again. Her brows raised in surprise, "Why didn't you say so immediately?" she demanded, "It states clearly here that you have been appointed by the Lord Provost as my Protector."

"Does it?" the Doctor asked surprised glancing at the psychic paper curiously for a moment before snapping it closed as he nodded and carried on a little hurriedly, "Yes, it does! Good! Good! Um… then let me ask…" he glanced around the grassy Highlands they were on with a small frown, "Why is Your Majesty travelling by road when there's a train all the way to Aberdeen?"

Queen Victoria straightened her spine minutely, "A tree on the line," she stated calmly.

"An accident?" the Doctor queried even as he sent her a knowing look.

The queen levelled a look of her own at him, "I am the Queen of the United Kingdom of Great Britain and Ireland," she stated regally, "Everything around me tends to be planned."

"An assassination attempt?" the Doctor questioned.

"What, seriously?" Rose exclaimed surprise and Sophie glanced at her with a mildly confused frown at the blonde's reaction, "There's people out to kill ya?" the blond asked the Queen not noticing Sophie's stare too shocked at the idea of people trying to assassinate the woman that was sitting all so regally in front of them.

The Queen regarded Rose sternly, her gaze cool, "I'm quite used to staring down the barrel of a gun."

"Sir Robert MacLeish lives but ten miles hence," the soldier astride the horse called over, "We've sent word ahead. He'll shelter us for tonight, then we can reach Balmoral tomorrow."

"This Doctor and…" the Queen slid her gaze over the two young women that were with her appointed Protector, "His timorous beasties will come with us," she announced.

The soldier set his jaw still eyeing them a tad suspiciously, but nodded his ascent, unable to argue with the Queen, "Yes, Ma'am. We'd better get moving… it's almost nightfall."

"Indeed," the Queen agreed with the logic, before she allowed a smile to touch her lips, "And there are stories of wolves in these parts. Fanciful tales intended to scare the children. But good for the blood, I think. Drive on!" she commanded and the footman shut the carriage door and the soldier rode on ahead once again as the carriage began on its way again.

The Doctor, Sophie and Rose falling in behind the Queen's carriage. The blond with an excited grin, "It's funny though, because you say assassination and you just think of Kennedy and stuff. Not her," she remarked musingly.

Sophie shot her another slightly confused look, "She's royalty," she murmured a bit solemnly staring at the back of the carriage for a moment before returning her gaze back to Rose her expression a bit pensive as she thought back over what she remembered reading in history books, missing how the Doctor smiled at her warmly, "Queen Victoria had quite a few attempts on her life."

"Oh," Rose muttered, "How many?" she couldn't help but ask next, rather curious, she'd never paid much attention during history class.

"1879?" the Doctor murmured a bit pensive, "She's had, oh,"

"6?" Sophie guessed as he paused to think about it. She gazed at him a bit questioningly as she tried to remember, "I think, it was 6?" she frowned lightly wishing that she could remember more clearly… but it'd been ages since she'd read about Queen Victoria.

The Doctor beamed a grin at her, "Yep, 6! 6 attempts on her life," he turned a bit so that he could grin at Rose to, "And I'll tell you something else! We just met Queen Victoria!" he exclaimed enthusiastically.

"I know!" Rose practically squealed with her excitement.

"What a laugh!" the Doctor exclaimed with delight.

"She looked so regal!" Sophie enthused brightly, she'd never thought she'd meet a Queen, after all she was just Sophie Connolly the orphan girl… and yet here she was with two of her most favourite people in the whole universe walking behind a carriage that contained Queen Victoria!

"She was just sitting there," Rose agreed with enthusiasm.

"Like a stamp," the Doctor laughed.

"Except better… so much better!" Sophie exclaimed with an enthusiastic laugh of her own.

"I want her to say, 'We are not amused'," Rose put on an upper-class accent before reverting back, "I bet you 5 quid I can make her say it." she dared them.

Sophie blinked at her, "You still owe me 5 quid from last time," she pointed out.

Rose shot her a look, "And I say that you owe me 5 quid from last time," she stated just as firmly before pointing a thumb at the Doctor, "He's definitely ruder."

Sophie arched a brow, "He's the same level of rude – it's just a different type of rude," she rebutted.

The Doctor blinked once, then twice and then gave them both a look that was both a bit incredulous and amused, "You two bet on how rude I was going to be?"

Sophie immediately looked at him a bit wide eyed, her expression turning sheepish and apologetic, "Um… kinda… um…" her cheeks heated with mortified embarrassment at how rude that really was… it hadn't felt rude at the time… but now…

"Yeah, we did," Rose replied with an unrepentant shrug, "But as you can see we're at a bit of an impasse," she gestured between her and Sophie.

Sophie shuffled her feet slightly over the grass as they continued to walk. She peaked up at him a bit nervously, still rather shamefaced and regretful, "Sorry," she murmured apologetically then blinked as he laughed with kind amusement as he shook his head.

The Doctor took her hand and squeezed it, "It's fine!" he assured still chortling somewhat, "I don't mind… though," he mused, "I have to agree with you Sparks, I'm not ruder… if anything I think I'm less rude then before," he nodded to himself.

Rose arched a brow at him, before turning her gaze to Sophie pointedly, said brunette merely shrugged at her in response before she glanced away from her. The blond turned her gaze back to the Doctor, "5 quid," she persisted.

The Doctor glanced over at her, "Well," he murmured a bit thoughtfully, "If I gambled on that, it'd be an abuse of my privileges of traveller in time."

Rose stared at him a moment, "… 10 quid?"

The Doctor beamed another grin, "Done!"

Sophie blinked once, then twice eyeing him for a moment before she smiled in amusement as he gave her a look, _'You don't even have 10 quid, do you?'_

The Doctor blinked at her lazily, before he smirked just a bit, _'I might… I'd have to check my old jacket… oh wait…'_ he grinned at her unrepentantly.

'… _does that mean I've got 10 quid?'_ Sophie asked him only to receive another grin this one full of innocence.

Rose huffed a bit at them, recognising the signs of the two of them chatting telepathically, "Oi, mind sharing with the class?" she chided them with a pointed look.

"Ah, sorry Rosie we were just…" Sophie began sheepishly.

"Sparks was just saying how much she thought you wouldn't succeed," the Doctor cut in with a grin, projecting a teasing mental laugh at the curly haired brunette as she shot him a look for his little lie. His hand squeezing hers again before he stroked his thumb idly over the back of her gloved hand.

' _Liar,"_ Sophie projected at him with a small huff.

' _Only a little…'_ the Doctor acknowledged and Sophie rolled her eyes at him only for him to smile again and despite herself her lips quirked up in response, before she was looking away from him again to take in the beautiful scenery of the Highlands.

"We'll see about that!" Rose responded confidently, "I'll get her to say it, just you two watch me!" she declared with a grin.

Sophie blinked at her then nodded a bit while the Doctor nodded and grinned in response. Sophie turned her gaze back to the scenery, _'Remind me to never make a bet with you…'_ Sophie projected after a moment.

The Doctor squeezed her hand again, _'I'll make a note for you,'_ he teased warmly, brown eyes alight with his amusement.

 ***O*O*O***

Sir Robert stood at a window that overlooked the courtyard, watching the royal procession as it entered the courtyard, with growing unease, "I can't do this," he despaired, "It's treason."

Father Angelo attired in the garb of a butler stepped up behind him, "Then your wife will suffer the consequences," he replied, "And believe me, Sir Robert… she will be devoured."

Sir Robert closed his eyes despairingly at the thought of his wife with… with that beast that the monks had locked away in his house… and he felt powerless… he turned from the window and made his way down to the lower floor of his home, heading towards the courtyard where the Queen would be expecting him to greet with all the curtesy and respect that was due for a woman of her station…

Normally he'd be thrilled, delighted to entertain the Queen but tonight… tonight, he just wanted her to turn and carry on… for surely, neither he nor his wife could be blamed if the Queen were to decide to proceed on through the night…

 ***O*O*O***

The sky had only just started to darken into night as the procession entered the courtyard of the large clearly old but not less grand building that 'Torchwood' emblazoned above a set of grand doors and Sophie stared around at the vines that decorated walls artistically and carefully tended bushes and shrubs with appreciation, before she returned her gaze to the carriage as a footman hurried over to the carriage and opened the door for Her Majesty. The woman peering out of it first before accepting the footman's help in stepping down, just as the door to the Estate opened and Sir Robert stepped into the courtyard.

"Your Majesty," Sir Robert greeted respectfully as he bowed.

"Sir Robert," the Queen greeted with a nod, "My apologies for the emergency. And how is Lady Isobel?" she enquired her gaze shifting briefly over the servants that had come out of the estate with Sir Robert, only to find her absent.

"She's…" Sir Robert hesitated briefly fighting the urge to glance over at Father Angelo who was standing a short way behind him with his disguised monks, "Indisposed, I'm afraid. She's gone to Edinburgh for the season," he explained nervously and smiled apologetically, "…And… she's taken the cook with her. The kitchens barely stocked. I wouldn't blame Your Majesty if you wanted to ride on."

"Oh, not at all!" the Queen dismissed the suggestion cheerfully, "I've had quite enough carriage exercise. And this is… charming, if rustic," she complimented as she glanced at the Estate again, missing the way Sir Robert's shoulders slumped briefly in defeat, "It's my first visit to this house. My late husband spoke of it often. The Torchwood Estate. Now, shall we go inside? And please excuse the naked girl."

Rose smiled a slightly awkward apologetic smile having briefly forgotten that she was considered naked, "Sorry," and Sir Robert gave her a short nod.

"She's a feral child," the Doctor couldn't help but cut in, "I bought her for a sixpence in old London Town. It was her or the Elephant Man, so…"

"Thinks he's so funny," Rose cut in shooting him a rather annoyed look, "But I'm so not amused," she stated as she focused her gaze pointedly on the Queen again, "What do you think, Ma'am?"

"It hardly matters," the Queen responded with a light shake of her head.

"So close," Rose bemoaned quietly and Sophie smiled at her lightly in mild amusement at her attempt. The brunette froze a bit the next moment as the Queen spoke again as she eyed the Doctor with a mildly curious gaze.

"And how did you come by your other timorous beastie?" she asked of him glancing at the brunette girl in pants that was in between her appointed Protector and the naked girl.

Sophie swallowed as she eyed the Doctor with equal amounts of curiosity and unease as she waited to see just what type of story he'd make up for her… Rose's had been rather… she grimaced a bit as the Doctor shot her a quick teasing grin that had her narrowing her eyes on him slightly, one of her hands wanting to twitch up towards her long curls to tangle in the ends.

"Came across her on a roadside and the wee beastie just started following me…" he shrugged a bit the fond teasing smile still playing across his lips as Sophie blinked a bit at him in mild surprise and a small amount of relief and also the tiniest tinges of embarrassment that had a small flush heating her cheeks as she glanced away from him again… he was making it kind of sound like she was a bit like a baby duckling.

"Didn't see any reason to tell her to stop," the Doctor continued ignoring Rose who had narrowed her eyes on him in a mild glare, the blond torn between amusement and irritation.

The Queen eyed him a moment longer, before her gaze slid over the petite brunette again, a low hum escaping her as she turned away and back to Sir Robert who was patiently waiting for her, "And please excuse this girls pants Sir Robert." She added as she had originally intended to before she'd gotten distracted by the Doctor's timorous beasties.

Sir Robert cast his gaze over the brunette next to the naked girl and nodded minutely again, "Of course Ma'am."

"Shall we proceed?" the Queen asked, tiring of standing about aimlessly in the courtyard and Sir Robert nodded once again followed after her as she swept towards the doors of his home.

Sophie stared after their retreating backs for a moment, idly noting that all the servants seemed to have bald heads… something that she thought slightly odd… she couldn't recall anything being said in the history books about the Scottish keeping their servants bald, but maybe Sir Robert preferred them that way…

She blinked and looked away as Rose nudged her in the side drawing her attention.

"See, rude!" the blond harrumphed shooting the Doctor another irritated look… rather miffed at being called a 'feral child'.

Sophie nodded a bit, "Rude, yes… ruder… nope…" the brunette smiled a little and nudged Rose gently, "Let it go, Rosie," she advised.

Rose considered a moment, before she nodded, "I s'pose, besides…" she nodded to herself, "I need to focus, I got a bet to win!" she said decisively.

Sophie blinked at her and frowned lightly, "Wasn't exactly what I meant," she murmured and Rose shrugged having figured as much and the brunette sighed slightly and gave her head a bit of a shake, "Just don't forget she's royalty," she cautioned, "You don't wanna push too hard."

Rose smiled, "Gotcha. But don't worry I've got this totally in the bag!"

Sophie eyed her friend a little dubiously, wondering if the blond had actually heard her at all… or really understood what she was trying to tell her.

"Makerson and Ramsey!" the soldier they'd learned on the walk over was called Captain Reynolds called to two of the soldiers under his command, said two snapping to attention, "You will escort the property. Hurry up!"

"Yes, sir!" the two responded and swiftly moved to do as they'd been bid.

The Doctor watched them with interest as one took hold of a small locked wooden box from the carriage and the two started making their way towards the house, "So, what's in there, then?" the Doctor asked the Captain curiously.

"Property of the Crown," Reynolds replied and the three turned to look at him and he gave them a stern look, "You will dismiss all further thought, sir," he demanded and turned back towards his men and so missing the exaggerated face of intimidation that the Doctor pulled as they turned away from the Captain, one that had Sophie and Rose smiling at him in amusement, "The rest of you go to the rear of the house. Assume your designated positions," the Captain ordered.

"You heard the orders. Positions," Another soldier commanded.

"Sir," came the response and the soldiers began to move off to take their designated positions.

The Doctor turned to his companions, "Come on then, wee duckling," Sophie stilled and blinked a bit at him, her eyes slightly wide, "Wee feral child," Rose scowled up at him a bit playfully upon seeing the amused glint in his brown eyes.

Sophie eyed him as the three of them started towards the house, _'I'm still accidentally projecting at you?'_ she asked with a mild frown.

The Doctor glanced over at her smiling at her, _'Just a bit… the part about me likening you to a wee duckling… which now that I think about it…'_

Sophie mentally groaned resisting the urge to smack her forehead with the palm of her hand – perhaps she should ask him for a few more lessons in controlling her telepathy… in the hopes of stopping her seemingly random accidental projections, _'Please don't start calling me duckling,'_ she cut him off and shot him a look.

The Doctor laughed mentally almost tempted to tease her a bit further, before ultimately conceding, he was far too fond of the nickname he had for her now anyway, _'Wouldn't dream of it Sparks,'_ he assured her as they walked through the doors of the house.

 ***O*O*O***

Sophie stepped into the Observatory along with Rose and the Doctor, her eyes alight with wonder as she took in the large room Sir Robert had led them to, on the Queen's behest. The room itself was beautiful in its construction… but it was the telescope that really caught her gaze. It was massive, reminding her just a bit of a cannon… and was positioned in the centre of the room. The main focal point as it peered up into the night sky.

"Blimey!" she heard Rose murmur quietly as she to observed the massive telescope. And the Doctor managed to briefly tear his gaze away to glance over at them, smiling at them as he took in their rather awed expressions, before he turned back to the grand telescope, feeling rather pleased that the small mishap with the date was turning out rather well... this was brilliant! Absolutely brilliant!

"This, I take it, is the famous Endeavour?" the Queen remarked as she stared at the telescope, quite certain that she'd never seen it's like before in all her years.

"All my father's work," Sir Robert informed her, "Built by hand in his final years. Became something of an obsession… he spent his money on this rather than caring for the house or himself," he murmured, explaining why the Estate wasn't as it once had been in the years past… something he'd been slowly trying to rectify now that it's upkeep fell to him… at least that had been his hope before… he glanced over at Father Angelo and his monks briefly before he looked away again.

"Wish I'd met him. I like him," the Doctor said with a smile his gaze turning to Sir Robert, "That thing's beautiful. Can I um…" he trailed and gestured towards the telescope.

Sir Robert nodded, "Help yourself," he allowed and the Doctor stepped towards it, Sophie and Rose following him both eager for a closer look at the large telescope.

"What did he model it on?" the Doctor asked as Sophie trailed her gaze over the telescope, taking in the intricate and elaborate design of it with continued awe as the trio stepped up to it.

"I know nothing about it," Sir Robert admitted, "To be honest, most of us thought him a little… shall we say, eccentric," he explained as the Doctor peered inside the telescope with curious eyes. Sir Robert turned his gaze to the Queen, "I wish now I'd spent more time with him and listened to his stories."

The Doctor who'd stopped paying much attention at all to the conversation going on about him as he examined the inside of the telescope, "It's a bit rubbish," he commented. Sophie and Rose tore their gazes from the outside of the telescope to stare at him in disbelief, their brows raised, before Rose shot Sophie a rather triumphant grin that the brunette ignored in favour of her mounting horror as she continued to stare at the Doctor as he continued to chatter.

"How many prisms has it got? Way too many. The magnification's gone right over the top. That's stupid, kind of a…"

' _Doctor!'_ the telepathic shout made him trail off and he blinked and glanced over at his companions before he leaned back out of the telescope he'd been peering into so that he could lean towards them, "Am I being rude again?" he asked quietly.

Rose grinned a bit wider rather certain that she'd won the bet between her and Sophie now, "Yep!"

Sophie grimaced a bit at him and nodded, "Horribly!" she told him glancing a bit pointedly in the direction of Sir Robert who'd been kind enough to let them have a closer look.

"But it's pretty!" the Doctor amended hurriedly as he turned to Sir Robert, "It's very… pretty," he said again a bit lamely… he hadn't meant to… he really hadn't, but well… he'd been just a bit disappointed at the pretty junk the telescope had turned out to be… and his tongue had run away from him… and now, Sophie was staring at him with those eyes of hers and a scrunched brow… he glanced over at her sheepishly scratching at the back of his head awkwardly, before he smiled a bit as he saw Sophie's lips begin to twitch upwards, before she gave him a light pat on the arm.

"And the imagination of it should be applauded," the Queen remarked taking a step forward as she levelled a stern look in the Doctor's direction and he quickly nodded in agreement the smile sliding from his lips again.

"Mmm," Rose hummed as she saw another chance emerge, "Thought you might disapprove, Your Majesty," the Queen turned to look at her, "Stargazing. Isn't that a bit fanciful? You could easily… not be amused… or something…"

Sophie ducked her head a bit and turned away in disbelief resisting the urge to facepalm rather hard… torn between exasperation and mild amusement. The blond had completely ignored her… completely! Honestly, had that really seemed the time? She was supposed to be the one that was horrible at social queues!

"No?" Rose paused under the stern gaze of the Queen and glanced over at Sophie and the Doctor to see him patting the brunette on the shoulder a smile tugging up his lips as he gazed down at her, as she stood turned towards him with a slightly bowed head. He glanced up and his gaze met hers for a brief moment, before he turned away with a shake of his head in growing amusement. His gaze drifting back to Sophie as he continued to pat her shoulder.

Sophie glanced up at him as he patted her shoulder one last time, taking in the amusement in the Doctor's brown eyes as he looked at her. She frowned at him as her lips wanted to twitch up again as that kernel of amusement bubbled up inside her.

No, she wasn't amused! She totally definitely wasn't amused she was… she was stunned… disbelieving… exasperated most definitely… but not amused! She told herself firmly her lips thinning slightly as she pressed them together to fight against the upward pull she could feel at the corners of them.

She heard the Doctor's laughter echoing in her head and she blinked for a moment eyeing the warm amused brown of his eyes and her left eye twitched just a little as she realized that she must have accidentally projected something at him again…

' _I'm pretty sure it's the Queen that's supposed to be 'not amused' Sparks.'_ the Doctor projected at her, fighting down the urge to laugh out loud as she pouted just a little at him in her mild disappointment at her second telepathic slip up. He smiled lightly, _'Relax,'_ he urged her soothingly, glancing briefly over at the Queen who was still staring at Rose with stern eyes before returning his gaze to Sophie, _'I'm not going to let anything happen to her, or you,'_ he assured her.

Sophie smiled, her blue eyes shining in the amusement that was rising up despite herself, as a tension left her shoulders, trusting that he was right… of course he wouldn't let anything happen to either of them…

She shook her head as she smiled a touch wider at him before she turned to look at Rose who offered her a slightly sheepish smile, that she returned with another amused shake of her head, letting her exasperation slip away.

The Queen turned her gaze from Rose, to look at the telescope again, "This device survey's the infinite work of God. What could be finer? Sir Robert's father was an example to us all. A polymath, steeped in astronomy and sciences, yet equally well versed in folklore and fairy tales."

"Stars and magic," the Doctor murmured musingly, "I like him more and more," he stated with a grin as he moved to wander around the telescope to examine it a bit more whilst he had the chance.

"Oh, my late husband enjoyed his company," the Queen murmured fondly at the thought of her late husband, "Prince Albert himself was acquainted with many rural superstitions, coming as he did from Saxe Coburg."

The Doctor stepped up behind Sophie and Rose as he finished wandering about, "That's Bavaria," he whispered to them and they glanced back at him one in acknowledgement and the other in surprise at his sudden appearance behind them.

The Queen turned to Sir Robert, "When Albert was told about your local wolf, he was transported."

"So, what's this wolf, then?" the Doctor asked curiously as he focused his attention on Sir Robert who looked just a bit uncomfortable with the question.

"It's just a story," Sir Robert attempted to side step.

"Then tell it," the Doctor urged.

Sophie found herself nodding her agreement, still feeling rather light hearted after the Doctor's reassurances, "Please do. I love stories!"

The Doctor nodded his agreement, "She really does. Absconded with at least, oh, a quarter of my library so far," he said shooting Sophie a fond look.

"We almost thought we lost her in the library once… spent two days looking for her only to find her curled up in a corner, books stacked around her," Rose commented with amusement.

"I wasn't lost… I was reading," Sophie muttered just a bit embarrassed at the commotion she'd accidently caused… she really hadn't meant to spend so much time in the library… there'd just been so much she wanted to read… and time was so hard to keep track of in the Tardis… though if she had of been paying proper attention she would have realized that the ship had been prodding her to eat whilst she was there as a tray would appear beside her every so often…

The Doctor smiled in amusement as he remembered that day in the Tardis… his brilliant cheeky ship had refused to cough up her whereabouts... leaving them to search high and low until finally he'd stumbled upon her quite by accident among the stacks, nose in a book completely unaware that they'd been searching for her… or how much time had passed since she'd settled into her spot… "Suffice to say, it's one of the first places we look now," he teased lightly, his smile widening slightly as Sophie shifted her feet a bit and a light flush stained her cheeks as she shot him a look.

The Queen turned her gaze back to the brunette, eyes more considering now in their appraisal, "Educated are you Miss Connolly?"

Sophie felt her cheeks redden further under the appraising regal gaze of Queen Victoria as she frantically tried to recall what she could of women's education in 1879… "Um… a little Ma'am…" she finally settled on glancing over at the Doctor to see him giving her an encouraging smile.

The Queen turned her gaze to the Doctor, "You're doing Doctor?"

"Ah, for all she's a clever wee thing. I can't take credit… she came to me that way," the Doctor responded jovially.

The Queen turned her gaze back to the visibly uncomfortable brunette levelling a look that wasn't unkind, at the far less uncouth of the Doctor's timorous beasties, "An education is a wondrous thing Miss Connolly, take pride in it," she stated.

Sophie blinked, her eyes widening a little even as she nodded, "Of course, Ma'am," she breathed out rather shocked and thrilled all at once as forced herself not to gape at the regal woman.

' _Did that really just happen?'_ Sophie projected towards the Doctor.

' _Aye – it did,'_ he responded with a mental laugh at the shock he could detect in the wording of her thought.

"Excuse me, sir," Father Angelo dressed as the household butler stepped forward breaking into the discussion before it could be turned back to tales of the wolf around these parts, "Perhaps her Majesty's party could repair to their rooms. It's almost dark."

"Of course," Sir Robert agreed, "Yes, of course."

"And then supper," Queen Victoria agreed, casting her gaze towards the two women that accompanied the Doctor, "And could we find some clothes for Miss Tyler and Miss Connolly? I'm tired of Miss Connolly's pants and Miss Tyler's nakedness."

"It's not amusing, is it?" Rose couldn't help but try again earning a mildly disapproving look from the Queen before she decided to ignore it.

The Doctor leaned a bit closer, "That bet is mine," he teased quietly.

"Oi!" Sophie muttered quietly, "Don't encourage her!" She told him and the Doctor gave her an amused smile whilst Rose gave him a poke in the side.

"You wish buddy!" Rose rebutted just as quietly, determination settling in firmer as she shot another smile at Sophie, nudging her a bit, as the brunette shook her head a little at them, "I'm only just getting started," she declared quietly, but no less resolutely.

"Sir Robert," the Queen addressed him again as the three murmured quietly to each other, "Your wife must have left some clothes. See to it. We shall dine at seven, and talk some of this wolf. After all… there is a full moon tonight."

Sir Robert couldn't help his mild twitch at the mention of the moon and the wolf, "So there is, Ma'am," he agreed and bowed as she swept out of the room.

Rose linked her arm through Sophie's as they followed the Queen out of the room along with the servants and Sir Robert, the Doctor trailing a couple of steps behind them, his gaze lingering fondly on Sophie's back.

Rose leaned in a little closer to Sophie so that she could whisper into the brunette's ear, "I'm so close! I can feel it!"

Sophie glanced over at her, she wasn't so sure to be honest. The Queen had shown remarkable patience so far in the face of Rose's attempts to win the bet she'd made…

 ***O*O*O***

In a bedroom that the two had been shown to, Sophie smoothed her still gloved hands over the white and violet skirts of the dress she'd picked out for herself, before adjusting her gloves once again.

"Looks good," Rose said approvingly smiling as she swept her gaze over the brunette once again, feeling rather certain that the Doctor would be rather speechless when he saw her. She turned back to the wardrobe, "Now, if only we could find something for me to wear!" she muttered, "Then I can finally stop being 'the naked girl'!" she pouted a bit, "Your lucky! You were just the 'panted girl' … then the Doctor had to go and call me a 'feral child'! Urgh!"

Sophie sorted through a couple of dressed, before pulling one out for Rose to look at, "What about this one?"

Rose scrunched her nose in distaste once again, "Definitely not!" and Sophie moved to put it back with a nod. The blond eyed Sophie's dress and gave her a nudge with her elbow, drawing the brunette's gaze to her again, "I bet the Doctor will like seeing you in that dress!"

Sophie blinked in confusion, wondering why the blond thought that was important… it was a nice sentiment, she supposed… but there was a look in the blondes eye… like she was meaning something a bit more than what she was saying… she blinked again, teeth sinking into her lower lip, "Um…" she began still pondering how she was meant to respond to that… even as her heart did an odd little beat… only for her stomach to rumble quite loudly and she flushed in embarrassment at the sudden sound.

Rose laughed and nudged her towards the bedroom door, "Go on… get something to eat. I shouldn't be too much longer."

Sophie stared at her surprised, the flush to her cheeks receding, "Are you sure? Cos, I don't mind staying to help."

Rose nodded still smiling with amusement and mild exasperation, "I'm sure. Completely!" she urged and made a shooing motion for the brunette to got to the door.

The moment the door had shut behind Sophie, Rose let her head fall against the wood of the open wardrobe door her shoulders shaking with quiet laughter… ah, honestly… her 'big sister' was so oblivious it was as painful as it was amusing… she raised her head and straightened up, silently musing that at this rate the Doctor may actually have to club Sophie over the back of the head and drag her off like a caveman to get the Space-Cadet to actually get that he liked her… she cocked her head slightly to the side… or maybe – just maybe another kiss would do the trick… one that was more passionate and… couldn't be confused in any way for a friend saying goodbye…

She hummed lightly as she pondered over that – wishing once again that Jack who was going to help her with the plotting was still around and available to help her… she had a sinking feeling that she'd need the help… that same feeling told her that Jack would probably come up with a brilliant plan that was exactly what was needed…

 ***O*O*O***

Sophie's gaze was still somewhat pensive as she made her way down the corridor, heading towards the dining room… at least she hoped that this was the way to the dining room. The Estate was rather large and it'd be quite easy to get turned around.

She paused by a window briefly looking out over a garden that was caste in looming shadows. She squinted a bit as she thought that perhaps one of the shadows moved… but it was hard to tell in the gloom.

She hummed a little and carried on down the hall glancing about the corridor as she bit her lower lip gently… maybe it was the deepening night and the shadows all the oil laps cast about, or the mild disrepair the house was in, but there was something mildly creepy in the air… or at least it seemed like it to her, now that she was wandering alone.

It was probably just her imagination… or, maybe she was just really used to things going a bit wrong… she shook her head at herself, just a little and attempted to shake the feeling. However, as she saw a shadow stretch out in front of her as she approached a section of the corridor that split off in a couple of directions, she stopped, her eyes narrowing just a little as the shadow got closer and closer…

She glanced about for any place that she could possibly hide just on the off chance that she needed to… only to pause as she felt a familiar mind getting closer… and she sighed out a breath as her body relaxed…gosh, she was getting paranoid… it had to be something about this house… or maybe the moon she mused just as she turned back to the shadow just moments before the Doctor stepped out into the corridor she was in…

The Doctor stilled… his mouth suddenly going dry and he swallowed reflexively as his gazed landed on Sophie as she stood in the corridor, smiling at him brightly… blimey… was really all he could think as he took in the dress she was wearing… he blinked realizing that he was staring and cleared his throat, "What ya standing about in the corridor for, Sparks?" he asked as he stepped towards her.

"Mmm, well… Rose… kind of shooed me out of the room," Sophie admitted a bit sheepishly glancing back the way she'd come before she glanced down at the arm the Doctor was offering her and slipped her hand into the crook of his elbow and the two started down the corridor.

"Why'd she shoo you out of the room?" the Doctor asked curiously, only for Sophie's stomach to rumble again and she shifted a bit awkwardly glancing away as she felt heat rise to her cheeks again at the loud sound, "Ah, I see," the Doctor said with a low chuckle and a nod.

Sophie's stomach rumbled again and she huffed out a low breath as she glanced down at it with a small frown, "Shush," she muttered at it.

The Doctor laughed again and Sophie glanced over at him with a small pout, her cheeks still tinged pink, "Let's take care of that rumbling tummy, shall we?"

Sophie nodded and then glanced about the corridor they'd wandered into, "Um, Doctor… I think the dining room is uh… that way?" she gestured towards another corridor that they'd just passed.

"Hmm? No… it's definitely this way," the Doctor replied and they carried on a few more steps, before he paused glancing about again, "Wait… hang on… it's this way."

He turned them and they headed back the way they'd come and started down the corridor Sophie had indicated before. Sophie shot him a look that was somewhat amused, she felt his hand come up to rest over her gloved one as it rested on the crook of his elbow and he gave it a little squeeze as he glanced over at her and smiled.

Sophie returned it, her cheeks flushing just a bit again as that odd stomach summersault happened once again along with that odd heart palpation and she glanced away from him a little awkwardly tucking some hair back behind her ear and so missing the fond somewhat knowing and pleased look he gave her as he took in her reaction.

' _Ah Sparks,'_ he thought fondly at seeing her confusion in the scrunch of her brow, _'You really are fun to tease… and it's so easy to make you blush,'_ he eyed the slowly receding colour and Sophie glanced over at him again having picked up on his lingering gaze, her blue eyes mildly quizzical. He smiled in response and patted her hand, "I like the dress by the way,"

Sophie blinked and then gave him a small smile, the heat threatening to rise in her cheeks again for some odd reason as her heart picked up a little bit of speed, "Thanks… Rose said you probably would…" she trailed again.

The Doctor hummed a bit and then shook his head, "Yes, well… she's a bit of a clever one that Rose," he muttered.

Sophie blinked a little unsure, not about the words themselves, cos she agreed Rose was clever and brilliant! She couldn't have asked for a better friend and little sister… but there was something about his tone… the way he said it that confused her… almost like he was slightly annoyed… or pouting or… something… and it confused her…

The Doctor took note of her stare and offered her another smile even as he cast his gaze about for a distraction landing on one almost immediately, "Ah look… I believe that's the dining room… just up there," he said with a gesture towards the room they were fast approaching now.

Sophie glanced over at the room too and nodded her agreement, "Yep…" she murmured and cast another furtive look at the Doctor… but whatever she'd thought she'd heard earlier… it was gone now as he gave her a beaming grin… one that she returned as they approached the doorway of the dining room… the scent of the cooking meal making Sophie's stomach rumble again and the Doctor laughed cheerily.

 ***O*O*O***

Father Angelo stepped into the dining room as the Doctor who'd only just finished helping Sophie into her seat, sat himself in the empty chair on her left, "Your other companion begs an apology, Doctor. Her clothing has somewhat delayed her," he informed them smoothly.

"Oh, that's alright," the Doctor said agreeably, "Save her a wee bit of ham."

"The feral child could probably eat it raw," the Queen jested lightly and the Captain began to laugh loudly.

Sophie bit her lower lip and made to get to her feet, "Perhaps I should see if she needs a hand," she attempted to excuse herself.

Only for the Queen to wave her back into her seat, "Nonsense child, we must quiet that stomach of yours lest it tempt rebellion," and Sophie flushed in mild embarrassment once again… her stomach having rumbled a couple more times since she'd joined the party in the dining room.

The Captain laughed loudly again drawing the attention of the table as he made a show of being amused by Her Majesty's wit, "Very wise, Ma'am. Very witty," he complimented.

"Slightly witty, perhaps," the Queen responded as she eyed the Captain appraisingly, "I know you rarely get the chance to dine with me, Captain, but don't get too excited," she cautioned, "I shall contain my wit in case I do you further injury," she decided.

Captain Reynolds shrunk in his seat slightly as he bowed his head towards his plate in embarrassment, "Yes, Ma'am. Sorry, Ma'am," he murmured.

"Besides," the Doctor spoke up drawing attention away from the Captain so that he could recover, "We're all waiting on Sir Robert," he enthused as he turned his gaze to the man who looked mildly uncomfortable in his seat, "Come, sir. You promised us a tale of nightmares."

"Indeed," the Queen agreed, "Since my husband's death, I find myself with more of a taste for supernatural fiction."

"You must miss him," the Doctor murmured quietly.

"Very much," the Queen responded stiffly, before she relaxed slightly as her mind drifted to fond memories of her late husband and her expression became a bit wistful, "Oh, completely," she admitted with longing, "And that's the charm of a ghost story, isn't it? Not the scares and chills, that's just for children, but the hope of some contact with the great beyond," the Doctor stared at her with quiet intensity, whilst Sophie smiled softly for a brief moment before she lowered her gaze to her plate as the Queen continued to speak, her voice growing pained, "We all want some message from that place. It's the Creator's greatest mystery that we're allowed no such consolation. The dead stay silent and we must wait."

The Doctor glanced away feeling the Queens words heavily as he couldn't help but remember the fate of his people. A fate he had brought down on them when he'd ended the war...

The Queen faltered a moment, before she pulled herself together and turned back to their host as she wrapped herself in her former enthusiasm, breaking the sober mood that had taken over the table as she diverted the conversation back to its original purpose, eager now for the distraction it'd offer, "Come. Begin your tale, Sir Robert. There's a chill in the air. The wind is howling through the eaves. Tell us of monsters," she bid.

 ***O*O*O***

"Don't make a sound," Lady Isobel cautioned the new comers quietly, "They said if we scream or shout, then he will slaughter us."

Rose stared at the young man that was sitting quietly in a cage of his own, "But he's a cage," she argued, keeping her voice just as quiet, "He's a prisoner. He's the same as us."

Isobel eyed the man with open fear, "He's nothing like us," she replied, her voice trembling with the force of her fear, "That creature is not mortal."

At that moment, the young man in the cage lifted his head from its bowed position and opened his eyes and Rose inhaled sharply at the sight of his pitch-black eyes that didn't look even remotely human whilst the others in the cage with her jerked back and whimpered quietly in terror at the sight.

' _Oh my God!'_ was all Rose could think as she sat frozen with the sudden rush of fear that shot through her at the startling sight…

 ***O*O*O***

Under the expectant stares of his guests Sir Robert reluctantly began the requested tale, steeling himself as he began to speak, "The story goes back three hundred years. Every full moon, the howling rings through the valley. The next morning, livestock is found ripped apart and… devoured."

"Tales like this just disguise the work of thieves," Captain Reynolds cut in dismissively, "Steal a sheep and blame a wolf, simple as that," he said with certainty earning somewhat irritated gazes from those around the table, though only the Queen's had him wishing that had thought to keep his mouth shut and he cleared his throat quietly.

"But sometimes a child goes missing," Sir Robert continued his voice darkening as the eyes of those around the table focused on him once again, "Once a generation, a boy will vanish from his homestead."

 ***O*O*O***

Rose got her feet under her and stood the chain rattling as she did so, "Don't child," lady Isobel cautioned only for the strangely dressed blond to ignore her as she edged towards the young man.

Rose dropped to her knees when she reached the end of the length of chain that was keeping them trapped, "Who are you?" she asked the young man.

"Don't enrage him," the Steward hissed at her fearfully eyeing the unnatural beast that was in the form of a man.

"Where are you from?" Rose persisted, "You're not from Earth. What planet are you from?"

"Ohhh… intelligence…" the young man broke his silence.

"Where were you born?" Rose asked persistently.

"This body… ten miles away... a weakling, heartsick boy. Stolen away at night by the brethren for my cultivation. I carved out his soul and sat in his heart."

 ***O*O*O***

The Doctor found his gaze drawn briefly to Sophie and he smiled at her lightly as he took in her keenly interested gaze. She really did love stories… he doubted that she even realized that she'd leaned in slightly as she listened. He focused his gaze back on Sir Robert, "Are there descriptions of the creature?" he asked curiously, eyeing Sir Robert intently as he waited for his answer.

"Oh, yes, Doctor," Sir Robert replied glancing once more a bit nervously at Father Angelo, before he carried on, "Drawings and woodcarvings. And it's not merely a wolf. It's more than that. This is a man who becomes an animal."

The Doctor leaned forward his interest really peaked now, "A werewolf?" he asked as he began to smile.

Sophie smiled herself, rather intrigued by the tale… it was one that she hadn't heard… this particular tale at least… and she'd gone through a lot of folktales when she was younger… and she still rather enjoyed them now… though she couldn't help but wonder why Sir Robert seemed to reluctant to impart the tale to them… it was just a folktale after all…

 ***O*O*O***

"All right… so the body's human…" Rose conceded with a frown, "But what about you, the thing inside?"

"So far from home," the creature inside the young man replied on a low sigh.

"If you want to get back home, we can help," Rose offered, shifting her position just a little in an attempt to ease the pressure she was putting on her knees, not taking her eyes off the caged creature.

"Why would I leave this place?" the creature questioned rhetorically, "A world of industry, or workforce and warfare. I could turn it to such purpose."

Rose swallowed, "How would you do that?"

"I would migrate to the Holy Monarch."

Rose's eyes widened minutely, "You mean Queen Victoria?"

"With one bite, I would pass into her blood, and then it begins. The Empire of the Wolf," the creature met Rose's eyes, "So many questions…" it trailed then lunged forward against the bars with a snarl on its causing Rose and all the others jump back a bit and gasp in fear at the sudden act of hostility, "Look! Inside your eyes! You've seen it too!"

Rose swallowed again, eyes wide with fear, "Seen what?" she asked with slightly more caution now as she wandered suddenly just how sturdy the creatures cage was, "The Wolf!" the creature snarled, "There is something of the Wolf about you!"

Rose stilled for a moment, her heart skipping a beat in rising fear at that and her breathes came heavily, "I don't know what you mean."

"You burnt like the sun, but all I require is the moon."

 ***O*O*O***

"My father didn't treat it as a story," Sir Robert added after a brief hesitation, "He said it was fact. He even claimed to have communed with the beast, to have learned its purpose," Father Angelo glanced outside, his attention caught by the full moon that had finally risen high into the night sky, "I should have listened," Sir Robert murmured regretfully and his gaze shifted to Father Angelo again and Sophie frowned just a little at the fear she thought she'd seen in his eyes in that moment. She glanced over at Sir Roberts butler to see his back to them as he stared out the window… a large round full moon clearly visible in the night sky.

Sophie's gaze returned to Sir Robert as he hurriedly began speaking again, his tone becoming a bit urgent, "His work was hindered… he made enemies," he glanced at Father Angelo again to see that he was still distracted, "There's this monastery in Glen of Saint Catherine," Sophie blinked a monastery… she glanced over at the butler again with a frown… bald heads… all the servants had bald heads… and was the butler mumbling…

"The Brethren opposed my father's investigations," Sir Robert continued.

' _Doctor…'_ Sophie projected as the Queen broke her silence.

"Perhaps they thought his work ungodly," she offered in explanation.

' _What's the butler mumbling?'_ Sophie finished her question and the Doctor blinked pulling back from his intrigue over the tale to take note of the butler… his keener ears picking up the sound…

"That's what I thought," Sir Robert murmured in response to the Queens suggestion, "But now I wonder…"

' _Lupus deus est…'_ the Doctor replied even as the chanting started to get a bit louder… loud enough for Sophie to make out for herself…

' _Lupus…'_ she thought Latin for Wolf… she glanced about, her eyes resting on the still empty seat beside her and she felt her heart freeze… Rose still hadn't made it down to dinner… she should have found something to wear by now… no matter what kind of clothing mishap she'd been having…

"What if they had a different reason for wanting the story kept quiet?" Sir Robert carried on nervously, his eyes full of fear and regret now, "What if they turned from God and worshipped the wolf?"

The Doctor, his gaze still on the butler as he continued his chant, frowned slightly, "…And what if they were with us right now?" he remarked as the realization of what Sir Robert had been trying to say all along sank in…

 ***O*O*O***

The cellar doors were flung open and moonlight illuminated the creature possessing the young man, "Moonlight…" it murmured as it pressed its face up against the bars of the cage as it basked in the delightful pale rays of light. It removed the cloak he'd been donning as an unnatural wind picked up, blowing through the cellar in strong gusts and the creature grasped the bars of its cage.

"All of you!" Rose said urgently as those she was imprisoned with sat trembling in fear, "Stop looking at it! Flora, don't look! Listen to me! Grab hold of the chain and pull!" she ordered as she grasped hold of it herself, "Come on! With me! Pull!" she urged as the creature began to transform before them emitting rumbling growls.

Growls that had Lady Isobel transfixed in fear as she just stared with wide eyed horror.

"I said pull! Stop your whining and listen to me! All of you! And that means you, your Ladyship!" Rose added managing to shake the woman out of her terrified stupor, "Now come on, pull!" Rose urged again as the others all stood and grasped the chain along-side her and began to pull…

 ***O*O*O***

"What is the meaning of this?!" Queen Victoria demanded as the dining room broke out into chaos. The disguised Father ignored the chaos, continuing his chant. They all jumped out of their chairs, the Doctor's hand almost immediately finding Sophie's, gripping the gloved appendage firmly as he glared at the chanting monk, shifting so that he was positioned protectively in front of the petite brunette.

"Explain yourself, Sir Robert!" the Captain rounded on their host, his fire arm levelled on the man.

"What's happening…?" Queen Victoria demanded to know again.

"I'm sorry Your Majesty, they've got my wife," Sir Robert pleaded helplessly.

"Rose?!" Sophie yelled at Father Angelo, "Where is she?!" only to be ignored.

"Where's Rose?! Where…!" the Doctor shouted next, his Scottish accent slipping in his alarm for the blond that had never made it down to dinner... he gritted his teeth and spun on his heel, his grip on Sophie's hand shifting slightly as he started determinedly from the room, "Sir Robert, come on!" he called and the three ran from the room.

Captain Reynolds aimed his revolver at the chanting monk determined to protect the Queen to the best of his abilities.

"Where's Rose?" Sophie asked Sir Robert as they ran down a corridor of his house.

"She'll be with my wife and the servants… the cellar… it's this way!" Sir Robert told them and they dashed into another corridor.

 ***O*O*O***

"…Three, pull!" Rose cried urgently as the creature's human skin began to bulge and a very human-like scream came from it as agony ripped through the body the creature was inhabiting… screams that turned into menacing growls as the creatures form slowly began to shift from human to something more vulpine in appearance.

"One, two, three, pull!" Rose cried again as they tugged with a frantic urgency at the chain desperately trying to get it free from the wall the manacles locked about their wrists starting to chaff but none of them stopped trying to tug the thick chain free from its mooring.

 ***O*O*O***

"Tell me, sir," Captain Reynolds addressed the still chanting Father Angelo, "I demand to know your intention!" he demanded as he stood revolver still aimed at the man.

"Lupus deus est. Lupus deus est. Lu…"

"What is it that you want?" Captain Reynolds demanded.

Father Angelo stopped chanting and turned to face the furious Captain and Queen Victoria, "The throne," he replied simply, before in a quick move he disarmed the Captain and knocked him out cold with a single hit.

Queen Victoria's eyes widened ever so slightly as the man crumpled to the ground, but otherwise stared quite calmly at the monk.

Whilst in another part of the Estate the Doctor and Sophie ran along another corridor, quickly following Sir Robert as he led them towards the cellar.

 ***O*O*O***

"One, two, three, pull!" Rose cried again as the now fully transformed wolf examined its paws. The end of the chain finally broke free from its mooring in the wall just a moment before the Doctor and Sir Robert kicked in the cellar door, Sophie slightly behind them, her hand still grasped firmly in the Doctor's as they hurried into the cellar.

"Where the hell have you been?" Rose demanded hotly, only to go ignored as the Doctor and Sophie's gazes landed on the cage with the growling werewolf that was gripping the bars of its cage and snarling at them.

Sophie's eyes were wide as she sucked in a sharp breath, "Is that a…" she trailed off fairly awed at the sight of the creature, despite the situation.

The Doctor's hand tightened about hers minutely as he nodded, "Oh, that's beautiful!" he breathed as he stood transfixed.

"Come on, go. Get out!" Sir Robert urged his wife.

Sophie tore her gaze from the wolf to focus on Rose as the blond hurried over to them, "Can't stay out of trouble, can ya?" she murmured.

"Hush!" Rose responded though she grinned a bit at the brunette.

Sophie moved to follow the blond towards the cellar door, only for the Doctor's grip on her hand to bring her up short and she turned back to look at him to see that he was still standing transfixed. She tugged a bit to try and urge him into movement only for that to be ignored as the Doctor continued to stare mouth slightly agape at the creature in the cage, "Come on!" she called and tugged again.

"Hmm?" the Doctor murmured questioningly having actually missed what she'd said this time.

"Doctor!" Sophie and Rose called this time the blond hesitating by the cellar door as she'd noticed the absence of not just Sophie but the Doctor.

The werewolf broke off an entire corner of its cage and the Doctor started, coming completely out of his awed daze, "Out! Out! Out! Out! Out! Out! Out! Out! Out! Out!" he shouted ushering the servants towards the door they'd come through.

"Come on!" Sophie urged and to her relief the Doctor started moving with her towards the door, though not as fast as she would have liked… honestly, there was a time to stop and admire a creature that she'd thought only existed in myth and legend but… it wasn't whilst the creature was set to bear down on them!

The Doctor hesitated barely hearing Sophie's low murmuring 'come on, come on!' as he stood in the door way unable to help but stare in admiration and awe again at the creature as it stood bathed in moonlight… only to start once again as the creature hurled the top of its ruined cage towards him with a howling growl. He slammed the door shut on the creature and the top of the hurled cage slammed against the closed door, and with a quick buzz of his sonic screwdriver locked it firmly behind him.

He glanced over at Sophie and beamed an excited grin and Sophie let out a slightly amused and exasperated breath as she shook her head at him… though she did smile… that had been an actual werewolf!

The werewolf howled and Sophie felt a shiver run down her spine at the sound…

 ***O*O*O***

The howling echoed through the house and Queen Victoria felt a cool chill go down her spine, one that she ignored as she stared sternly at Father Angelo, "I take it, sir, that you halted my train to bring me here?"

"We have waited so long for one of your journeys to coincide with the moon," Father Angelo replied as he stared at her calmly, certain that they had succeeded.

"Then you have waited in vain," Queen Victoria responded one of her hands slipping towards her small bag, a light tremble to it… the only indication of her fear and unease, "After six attempts on my life," her hand clasped about the hilt of her small gun and she pulled it out of her bag… the gun shaking in her trembling hands as she aimed it at him, "I am hardly unprepared."

Father Angelo smiled slightly… mocking tilt to it, "Oh, I don't think so, woman."

"The correct form of address is Your Majesty," Queen Victoria replied before she fired at the man, her aim striking true despite her trembling hands.

 ***O*O*O***

"Arms," the Steward said as he handed out weapons to the men, "And you five. Ready, everyone?" he asked before he turned to Lady Isobel, "Take the girls. Get them out through the kitchen."

Lady Isobel shook her head and turned from the Steward and instead walked over to her husband, "I can't leave you," she murmured softly, "What will you do?" she asked heart in her throat.

"I must defend Her Majesty," Sir Robert replied as he gazed at his wife, "Now, don't think of me, just go," he urged pleadingly and Lady Isobel nodded reluctantly, before she pulled him into a kiss.

She looked at him lingeringly a moment longer after she pulled back, before she turned and gathered her maids to her, "All of you, at my side. Come on!" She led them from the room and through the kitchen walking passed Sophie and the Doctor as they stood with Rose.

The Doctor buzzing his sonic screwdriver at the manacles that were still locked around the blonde's wrists, "It could be any form of light modulated species triggered by specific wavelengths," he spoke quickly as first one manacle and then the other came free, "Did it say what it wanted?"

Rose shrugged a bit as she rubbed at her wrists, "The Queen, the Crown, the throne… you name it."

"Oh… so it's a werewolf with ambition…" Sophie murmured with a small frown… as she couldn't help but wonder… just what a werewolf would want with such power…

Rose nodded, "Yeah… lots… said something about an Empire of the Wolf…" she told her and Sophie blinked at her… that didn't sound good…

There was crash and the Doctor moved back towards the corridor and his gaze immediately landed on the werewolf that had managed to break down the wooden door. The werewolf and the Doctor stared at each other for an extended moment, before the Doctor turned and ran back into the room, rushing back over to Sophie and Rose, grabbing them both by the hand as he urgently moved them back behind the line of armed men that were preparing to fire at the creature that was chasing him up the corridor…

"Fire!" the Steward ordered and Sophie and Rose flinched slightly at the loud sound of the gunfire the werewolf stumbled back a step, "Fire!" the Steward ordered and the two flinched again as the guns fired off another round the blasts filling the room with soot from the burnt gunpowder…

 ***O*O*O***

Lady Isobel tried the door that led outside from the kitchen and frowned as it resisted, "It won't open. They've sealed us in."

"Oh, my Lady. Look!" Flora cried and the Lady of the house followed the servants gaze to see some of the monks that had taken over her home armed with the soldier's rifles stood outside, "They'll never let us out!" Flora cried her voice rising in growing hysteria, "They mean for us to die!"

"Don't say that, Flora!" Lady Isobel replied, before she pulled the terrified girl into a hug, as she resisted the urge to give into her own fear that had her heart pounding against her ribcage harshly… so harshly she feared it'd burst from her chest.

 ***O*O*O***

Sophie peered through the smoke, her eyes squinting slightly and her nose crinkled as the burnt gunpowder stung her eyes and tickled her nose… but as far as she could tell, there was no sign of the werewolf that had been standing just outside the doorway just moments ago.

"Alright, you men. We should retreat upstairs. Come with me," the Doctor commanded and he turned to lead his companions towards the stairs when the Steward spoke.

"I'll not retreat. "The battle's done," he remarked with confidence, "There's no creature on God's Earth that could survive such an assault."

The Doctor spun back towards him with a frown in place, "I'm telling you, come upstairs!" he shouted angrily.

"And I'm telling you, sir! I will sleep well tonight with that thing's hide upon my wall!" the Steward remarked with certainty.

"Sir, please perhaps you should…" Sophie began only to trail off as the Steward turned his gaze on her.

"I assure you, Miss. I'll be quite alright," he said his tone only slightly softer, but somewhat conceding, "No beast could have survived that," he told her just as firmly as he had before as he continued to regard the concerned young woman for a moment longer, before he gave her a small reassuring smile, before turned and stepped towards the corridor.

Sophie sank her teeth into her lower lip as she watched helplessly as the confident, self-assured Steward stepped into the corridor. She felt the Doctor's hand squeeze hers and she returned the gesture, her hand constricting about his tightly in her fear as she watched the Steward glance about the corridor.

The Steward glanced back at them, mildly confused, "It must have crawled away to die…" he remarked, coming to the only other conclusion he believed to be conceivable. He'd barely finished speaking before he felt himself being grabbed claws digging in and then his feet were out from under him as he was hoisted up and out of the corridor.

Sophie made a strangled horrified sound as the sound of wolfish snarls reached them along with what could only be flesh being rent by claws and teeth, her body jolting with the horror of it.

"There's nothing we can do!" the Doctor called to the armed men as he took a firmer grasp of his companions hands and ushered them towards the stairs once again hurrying them up them… Sir Robert following after them… leaving behind the terrified men as they stood frozen stiff with terror… as the large werewolf dropped from the rafters, blood on its claws and maw… they barely even had the time to fire off another round from their weapons, before the creature charged and it's claws and teeth found flesh once again…

 ***O*O*O***

"Did they kill it?" Flora asked as they heard shouts and another round of gunfire. There was quiet and then the soft sound of paws padding towards the kitchen reached them and Lady Isobel and the maid backed away into a corner, the woman throwing her arms about them as they huddled against the wall.

Lady Isobel eyes widened in terror as the large creature appeared in the doorway… sure that they'd been caught she squeezed her eyes shut and turned her head away… waiting…

The werewolf sniffed the air as it hovered in the doorway to the kitchen for a moment. Its ears flickered back briefly as a particular scent reached its nose and it turned away, leaving the humans it could scent in the kitchen in favour of seeking out other prey… and Queen Victoria.

Upon hearing the creature pad away and not towards them Lady Isobel opened her eyes and again and glanced about in confusion upon seeing that the creature had retreated…

 ***O*O*O***

Queen Victoria entered the strongroom, swiftly recovering her property, tucking it safely into her bag, before she turned and left the room once again, now in search of Sir Robert and her Lord Protector…

 ***O*O*O***

Sophie and Rose rushed into a room, the Doctor just behind them. He waited for Sir Robert to rush by him, before he slammed the door shut and swiftly locked it with his sonic.

"Your Majesty! Your Majesty!" Sir Robert called as the Queen appeared on the stairs that led down from a room above this one, relief filling him as he saw her unharmed as she came down the stairs.

"Sir Robert?" the Queen responded as she stepped off the stairs and into the room, "What's happening? I heard such terrible noises," she commented as he met her by the foot of the staircase, her gaze concerned.

"Your Majesty, we've got to get out," he told her urgently, "But what of Father Angelo? Is he still here?"

"…Captain Reynolds disposed of him," the Queen responded carefully after a moment's hesitation.

Sophie blinked as she glanced about the poorly lit room they'd entered, her eyes lingering on the stairs the Queen had come down half expecting… she frowned, "Where is the Captain?" she asked with concern… the man had never been far from the Queens side… and with the wolf about and the Queen in danger… he should be practically glued.

The Queen glanced at her, but before she could form a response, the Doctor was rushing over to them, "The front door's no good, it's been boarded shut," he informed them, "Pardon me, Your Majesty. You'll have to leg it out of a window," he said with a gesture towards a drawing room.

The Queen nodded regally and with her head held high she stepped past them towards the drawing room.

Sophie fell into step with Rose and the Doctor as they followed the Queen into the drawing room, her expression troubled. Any excitement she'd felt at coming across an actual werewolf stamped out. It'd only gotten loose a short while ago, and already so many people had died.

"Excuse my manners, Ma'am," Sir Robert said as he stepped forward moving towards the window, "But I shall go first, the better to assist Her Majesty's egress."

"A noble sentiment, my Sir Walter Raleigh," the Queen replied with a regal nod and Sir Robert approached the window hesitating a moment as he peered out into the night.

The Doctor sighed impatiently, "Yeah, any chance you could hurry up?" he called over to them, his Scottish brogue slipping once more in his irritation at the hold up… the doors he'd locked with his sonic screwdriver wouldn't give the werewolf pause overly long.

Sir Robert clambered onto the windowsill and pushed it open only for shots to be fired up at him making the group quickly ducked out of the way.

The Doctor crept forward cautiously peering out the window at the monks that were stationed outside, "I reckon the monkey boys want us to stay inside," he commented.

"Do they know who I am?!" the Queen asked with indignation.

"Yeah, that's why they want you," Rose replied in and off-handed manner and Sophie blinked and then turned her gaze to the blond with surprise at her tone, "The wolf's lined you up for a... a biting."

Sophie's expression turned from surprised to incredulous, " _Rose_!" she hissed, could the girl have been any less inconsiderate in her delivery?

Queen Victoria levelled a stern glare at the blond, being a bit uncouth was one thing but to make up such stories was another… this was no laughing matter! "Now, stop this talk!" she demanded, "There can't be an actual wolf."

No sooner had the words left the Queens mouth then another chilling howl rent the night air, ringing ominously through the house and the group spun around in alarm, before they hurried out of the room.

They ran out into a corridor, "What do we do?" Rose asked.

"We… run," the Doctor replied.

Rose gave him a look, "Is that it?"

"So far… running seems like a good plan," Sophie commented as she glanced back briefly to see that they were still alone in the corridor, though the wolf was battering rather viciously at a door nearby.

"You got any silver bullets?" the Doctor asked Rose returning her look.

Rose gave him a mildly bewildered one, "Not on me, no!" she retorted with a frown.

The Doctor nodded, "There we are then, we run!" he stated again, before turned to the Queen, "Your Majesty, as a Doctor, I recommend a vigorous jog," he said jogging on the spot for emphasis, "Good for the health," he encouraged even as the Queen stared at him dubiously mostly for his display.

Behind them the wolf snarled as some of the wood of the door broke away, "Come on!" the Doctor urged taking the Queen's hand and led them quickly up the stairs. His gaze shooting immediately about the corridor making sure that Sophie and Rose were still with him. A crash came from behind them as the werewolf managed to break down the door completely.

"Come on! Come on!" the Doctor urged as he came to stop the Queen moving on ahead as he urged Sophie, Rose and Sir Robert ahead of him. he caught sight of the werewolf's shadow as it bounded up the stairs after them and he turned on his heel and hurried after the others.

 ***O*O*O***

Sophie foot caught on the hem the skirts of her dress as she ran around a corner and into another corridor and she slammed into the wall harshly. She didn't allow herself to stop however, not even as the soft sound of the material of her sleeve ripping or the flash of pain that raced up her arm as she caught herself on something that was jutting from the wall. Too focused on running to pay it any real mind the snarls of the wolf chasing them from the staircase below them… the sounds gaining on them.

Sir Robert and the Doctor rounded the corner moments later the werewolf gaining on them with increasing speed as it growled and snarled viciously.

Sophie let out a harsh breath of relief when Captain Reynolds appeared at the end of the corridor his revolver in hand, she dashed past him following after Rose and the Queen.

The Doctor had barely made it passed Captain Reynolds and around the corner at the other end of the corridor when the werewolf made to pounce only for the Captain who was standing his ground to open fire and with another growl the werewolf retreated with another snarl.

Captain Reynolds ducked back around the corner where the group was standing, panting heavily as they tried to catch their breath after their mad dash through the corridors, "I'll take this position and hold it," he told them, "You keep moving, for God's sake!" he said urgently as he slotted a new cartridge into place and turned to the Queen, "I went to look for the property and it was taken. The chest was empty."

"I have it. It's safe," the Queen replied, speaking through her heavy breathes as she struggled to catch it.

Captain Reynolds nodded relief flickering across his face for a brief moment before he spoke, "Then remove yourself, Ma'am," he turned to the Doctor, "Doctor, you stand as Her Majesty's Protector," he narrowed his gaze on other man, "And you, Sir Robert," he finished cocking his gun, "You're a traitor to the crown."

"Bullets can't stop it!" the Doctor interjected urgently.

Captain Reynolds turned his gaze back to the Doctor, "They'll buy you time," he replied and Sophie squeezed her eyes shut in despair… "Now run!" the Captain ordered.

The Queen moved first, followed by Sir Robert, the Doctor. Rose and Sophie lingered a moment longer staring in dismay at Captain Reynolds, Rose turned and headed down the corridor and then Sophie took a shaky breath before she too turned and started down the corridor.

She hesitated in the doorway and turned to look back, her gaze focusing on the man that was risking his life for theirs… watching as he fired at the advancing werewolf useless… she let out a small horrified gasp as the werewolf leapt, pouncing on the Captain, her eyes wide a she watched him get torn apart right before her eyes the werewolf savage snarls loud in her ears… and her eyes pricked hotly at the horror of it… of the man's life ending so violently…

The Doctor glanced about the library they'd ended up in his eyes scanning those in the room his hears skipping a beat in horror as he realized Sophie wasn't there… hadn't entered… but she'd been right behind him, he'd been so sure that she was behind him! He turned to the door and saw her standing there, her back to him…

"Sparks!" he shouted urgently as he dashed over to her, his hands grasping her firmly about the waist, his eyes going briefly to the carnage at the other end of the corridor, before he was turning again pulling Sophie into the library and slamming the door shut as the werewolf growled and snarled as it tore at its latest victim.

"Barricade the door!" Sir Robert shouted and he, the Doctor, Sophie and Rose swiftly moved to grab whatever they could to barricade the door against the snarling clawing werewolf. Sophie grimaced a bit, her left arm throbbing a bit but she didn't stop to check it… there were more important things than her bruised arm.

"Wait a minute. Shush, shush, wait a minute…" the Doctor murmured as he tilted his head a bit as the sounds of the werewolf began to quiet… a last lingering lonely howl piercing the night, before silence fell, "It's stopped," he murmured.

Sophie felt herself tense as they heard the soft sound of paws against wood and the gentle scrap of claws as the werewolf approached the door, and then the sound of it snuffing at the door reached them, before it backed away from the door.

"It's gone," the Doctor murmured and Sophie blinked confused as to why it hadn't even tried to slam against the door as it had with all the others.

"Why…" she began only for Rose to speak over her.

"Listen," the blond urged and the Doctor slowly quietly got down from the chair he'd been standing on and all of them were silent as they heard the sound of the werewolf prowling around the walls of the room, growling and snarling as it went, all of them following its progress around the room, the Queen shaking violently as she fought for some kind of calm in her rising tide of fear and horror.

"Is this the only door?" the Doctor asked, his voice barely above a whisper.

"Yes. No!" Sir Robert cried and the Doctor followed him quickly over to the other door and swiftly began to barricade it as well.

"Shush!" Rose urged as the noises of the searching werewolf travelled about the outside of the room.

Sophie frowned again as after a moment the werewolf seemed to stop, before padding away from the room the sounds of it growing distant until it disappeared entirely, "Why isn't it trying to get in?" she asked quietly, voicing the question she'd been going to ask earlier before the werewolf had started prowling around searching for an entrance, "Wooden doors hasn't stopped it before…" she trailed off.

Rose nodded, "So what's stopping it?" she murmured with equal confusion.

"Something inside this room," the Doctor suggestion in response to their questions as Sir Robert sank into one of the chairs that was helping to barricade the door, lowering his head into his hands despairingly, "What is it? Why can't it get in?" the Doctor muttered rather confused himself as he glanced about searching for something that could be repelling the werewolf.

"I'll tell you what, though…" Rose began taking a shuddering breath as she started to smile in excitement.

"What?" the Doctor asked as he glanced back over at her.

Rose's smile widened into a grin, "Werewolf!" she exulted.

"I know!" the Doctor agreed just as excited in that moment as he grinned back at the blond. He turned towards Sophie, "You alright?" he asked… he paused, the grin sliding from his lips as he took in the petite brunette's stunned, disbelieving and incredulous expression her eyes zeroing in on him and he flinched a little at the emotion in them. She was angry at him… really angry at him…

" _Seriously_?!" Sophie asked incredulously, "Is this really the time for that?" she questioned him with a frown, her gaze flicking over to Rose who glanced away from her a bit sheepishly, neither noticing the wide-eyed look the Queen was regarding them with.

The Doctor stepped towards Sophie, eyeing her apologetically as he closed the small distance between them, his hearts beating heavily in his chest as she continued to just watch him her expression not lightening, "Sparks, I…" he began only to trail off as Sir Robert began to speak, interrupting him.

"I'm sorry Ma'am," Sir Robert apologized, "It's all my fault. I should have sent you away. I tried to suggest something was wrong. I… thought you might notice. Did you think there was nothing strange about my household staff?"

The Doctor glanced over at him his expression still rather sheepish, "Well," he began scratching at the back of his head, "They were bald, athletic… your wife's away. I just thought you were happy," he admitted. Beside him he heard the soft sound of skirts rustling and in the next moment he was wincing in pain as the heel of Sophie's hidden behind her skirts Go-Go boots came down on his toes, "…ow…" he muttered lowly and glanced down at Sophie in surprise to see her glaring up at him again and he scratched at the back of his head again, "Rude?" he asked a bit cautiously as he continued to eye her.

Sophie nodded and huffed a bit, "Timing…" she muttered at him in continued annoyance, and turned her head away from him with a frown and crossed her arms… a grimace crossed her face as her arm twinged in pain again.

The Doctor, who was still staring down at her regretfully, noticed the tear in the sleeve of her dress and he felt his hearts seize in his chest in fear as he caught sight of blood staining the material, "Sparks… your hurt…" he murmured as he turned towards fully his hands moving to cradle her arm as he stared at the torn cloth and the wounded skin beneath, "Why didn't you say anything?" he asked as Sophie stared down at her arm in mild surprise.

Sophie shrugged a bit, "I didn't realize it was so bad," she admitted though now that she was looking at it… the dull throb that she'd assumed was just a bruise was now rather painful and the wetness she'd thought was just sweat… was actually blood… "Ow…" she muttered as she frowned down at it.

"Was it the wolf?" the Doctor asked urgently, as he frantically thought back… he hadn't thought it'd gotten close enough to wound her… but… he hadn't realized she'd been hurt either.

Sophie shook her head, 'No… I um… tripped a bit… I'm not used to skirts… I fell against a wall… I just thought I bruised it."

The Doctor breathed a sigh of relief and began digging around in his pockets eventually pulling out a large clean hanky, "It's not a proper bandage, but it'll do until we can get back to the Tardis," he murmured softly as he carefully began wrapping the wound, shifting the torn bloody cloth of her sleeve and glove out of the way. Sophie nodded a bit mutely, just watching as his fingers moved tying off the ends. She glanced up at the feel of his eyes on her and she met his sincerely regretful eyes, "And I'm sorry Sparks…"

Sophie nodded a bit shortly before her eyes softened, "Good," she murmured quietly and then glanced down at her arm again that was still cradled between his own, "I think you can let go now," she pointed out quietly.

"…right," the Doctor muttered and forced himself to let go of her arm.

Rose who'd been watching them with fond eyes as she took in their interaction, turned away from them her gaze landing on the Queen and she took a small step towards the regal woman, "I'll tell you what though, Ma'am, I bet you're not amused now," she couldn't help but take another hopeful shot at winning the bet.

" _Rose!_ " Sophie cried indignantly glowering at the blond her annoyance flaring up again at her insensitivity, and Rose glanced over at her a bit shocked at her reprimanding shout.

The Queen turned stern disapproving eyes on the blond, "Do you think this is funny?" she demanded angrily.

"No, Ma'am. I'm sorry," Rose apologised meekly as she glanced from Sophie to the Queen before she lowered her head feeling rather chastised and small in that moment.

She glanced over at Sophie again to see that she'd turned away from her now and was staring at in the direction of a bookcase, "And… sorry Soph…" she mumbled, feeling rather abysmal… she hadn't meant to make light… not really… she hadn't meant any disrespect.

Sophie blinked glanced over at her and nodded in acknowledgement and acceptance of the apology before she glanced away again, the stiffness in her posture loosening slightly as she breathed out a sighing breath.

Sophie glanced over at the Doctor as he placed a gentle hand over her shoulder, "Sparks?" he murmured quietly.

She offered him a small smile, but the horror of seeing the death of Captain Reynolds still haunted her gaze and the Doctor squeezed her shoulder comfortingly and released a quiet regretful sigh… he really could be a thoughtless idiot sometimes.

"What, exactly, I pray tell me, someone, please. What exactly is that creature?" the Queen demanded to know her voice unsteady with her fraying nerves.

The Doctor scratched his head a bit thoughtfully this time as he pondered how to word his response… not wanting to put his foot in his mouth again… "You'd call it a werewolf," he began seriously, "But technically, it's more of a lupine wavelength haemovariform," he finished with bit of a rushed mumble.

Sophie blinked and stared up at him curiously, "Haemovariform?" she murmured quietly, the Doctor glanced at her and then nodded in ascent, that yes that was exactly what he'd said, which left Sophie just as curious and confused at the term as before, but she filed it away for later… it really wasn't the time for indulging her curiosity.

"And should I trust you, sir?" the Queen exclaimed as she eyed him dubiously and her tone taking on an indignant quality, and the Doctor, Sophie and Rose all snapped to attention at the sharpness in her tone, "You who changes your voice so easily?" she demanded of him and the Doctor blinked at her in mild confusion, "What happened to your accent?" the Queen finished and Sophie stilled glancing over at the Doctor again, Rose doing much the same… neither having paid any attention to return of his English accent… they were so used to hearing it… that they hadn't noticed when he'd slipped back… just how long ago had he lost it?

The Doctor blinked again this time in realization, "Oh…" he breathed as floundered, "Right… sorry…" he apologized haltingly as he attempted to think of something that'd smooth over the situation he'd gotten himself into.

Whilst Sophie's uninjured arm came up so that her hand could tangle in her mussed curly locks that'd come a bit free from the hairdo she'd put it into and Rose shifted a bit uncomfortably the Queens ire resting heavily on them.

"I'll not have it!" Queen Victoria cut in sharply and the Doctor felt his spine straighten up under her stern scornful gaze as she glared at him, "No, sir. Not you… not that thing… none of it! This is not my world!"

Queen Victoria then turned and settled herself into a chair, proceeding to ignore them all as she silently fumed at such abominable behaviour towards her.

Sophie's fingers tangled further into her hair feeling the sting of guilt as she regarded the stressed and unhappy Queen. She glanced over at Rose to see her shifting about like a scolded child with her head bowed towards the floor. Her gaze shifted to the Doctor next and she saw him tugging at his ear awkwardly… a slightly lost and rather remorseful look on his face.

She sighed out a low long-suffering breath, her gaze raising to the ceiling above their heads. As a large chunk of her lingering annoyance at the two for their insensitivity dissolved in the face of their contriteness… still the both of them… they'd really surprised her tonight… neither were usually so insensitive… the Doctor could be rude… very… and Rose could be a bit… or a lot of a brat… but both cared about life…

She huffed lowly, _'Foxy Git…'_ she thought a bit dryly still mildly exasperated with him as she rested her gaze back on him again briefly before she glanced over at Rose again. She looked away from the both of them to survey the library they were in… _'Ya know,'_ she projected after a moment drawing the Doctor's attention, _'You really are the cleverest stupid guy I know,'_

The Doctor smiled slightly at that, before he stilled the smile slipping off his face as her full sentence sank in, _'Oi!'_ he projected his protest.

' _Hmm?'_ Sophie projected back at him an air of innocence about her as she glanced over at him again, blinking at him for a moment all innocence before she turned away from him again to sweep her gaze over the library again searching over it.

The Doctor blinked at her for a brief moment as he processed the faux innocent expression she'd levelled on him all so briefly… had she really just… he twitched lightly… she totally had… cheeky his Sparks…

He blinked as he watched her glance back and forth between both doors, a frown scrunching her brow. He shifted a bit closer to her curiously, "What is it?" he asked her.

Sophie jumped just a little at actually hearing his voice out loud… breaking the silence in the room. She glanced over at him and then gestured towards the door, "Mistletoe… it's etched into both doors… it's seems odd. I haven't noticed it anywhere else…" she trailed a bit unsure if it really mattered, she could have just missed it. It wasn't like she'd checked every door in the Estate, she glanced over at him as he hummed out a thoughtful sound eyeing the carving.

"Mistletoe…" he hummed as he stepped over to the door clambering up onto the makeshift barricade again so that he could trace it with a couple of fingers before he glanced over at the Master of the house as he sat slumped in a chair, "Sir Robert," he called catching the man's attention, "Did your father put that there?" he asked jerking his head at the carving.

"I don't know. I suppose," Sir Robert responded.

The Doctor looked away from him again, "On both doors," he murmured thoughtfully, "… a carving wouldn't be enough," he mused he turned back to the door, "I wonder…" he muttered before he licked the woodwork.

Sophie made a mildly disgusted face at his back… "Really? Did he have to lick it?" she muttered under her breath.

"Quickest way," the Doctor replied as he sucked on his tongue just a little as he catalogued what he learned.

"Gross though," Rose muttered as she stepped up to stand beside Sophie and feeling a wave of relief as the brunette looked at her without her previous annoyance before she nodded her agreement.

"Viscum album, the oil of mistletoe," he murmured, "It's been worked into the wood like a varnish," he turned and jumped back off the barricade turning back to Sir Robert, "How clever was your dad? I love him," he exclaimed with excitement, before he turned to Sophie and Rose, "Powerful stuff, mistletoe. Bursting with lectins and viscotoxins."

Sophie cocked her head slightly, "And that's enough to stop a werewolf?" she asked just a little sceptically… a bit of oil on wood seemed… an odd thing to stop a creature bent on killing them.

"Is it allergic or something?" Rose asked equally confused by the idea.

"Well, it thinks it is," the Doctor replied, "The monkey-monk-monks need a way of controlling the wolf."

"Oh…" Sophie murmured with a small frown glancing towards a window, "That's a bit clever," she admitted lowly… rather reluctantly, "Cruel… but clever."

Rose blinked at her, "Huh?" she asked not having quiet reached the same level of understanding just yet.

Whereas the Doctor gave Sophie a small nod, before he turned to Rose again, "They probably trained it to react against certain things," he told her.

"Oh…" Rose murmured as understanding came to her to.

"Nevertheless," Sir Robert broke in, "That creature won't give up, Doctor, and we still don't possess an actual weapon."

"Oh, your father got all the brains, didn't he?" the Doctor responded with irritation.

"Again with the rude," Sophie told him a bit flatly.

"Good," the Doctor replied, "I meant that one," he walked towards a bookcase, "You want weapons? We're in a library."

Sophie immediately brightened, "Books!" she exclaimed falling into step with him, "Best weapons in the world!"

The Doctor shot her a fond look, she'd taken the words right out of his mouth, "This room's the greatest arsenal we could have," he agreed as he pulled out his spectacles and sliding them on, before he tossed a couple of books at Rose who hadn't moved to follow them over, "Arm yourself."

He glanced over at Sophie who was reaching up to a shelf that was just a bit out of her reach and he gave her mildly quizzical look, "Plenty of books you can reach, ya know," he murmured with fond amusement.

Sophie glanced over at him briefly still reaching on her tiptoes, "Yeah… but when it comes to shelving the world seems to discriminate against short people cos, the good stuff is nearly always just out of my reach," she replied with all seriousness.

"Ah, well… you are a bit on the short side," the Doctor agreed teasingly and Sophie shot him a brief look as he shifted so that he could reach up and grasp a few of the books off the shelf she was reaching for and handed them to her with a smile.

"Thanks!" Sophie murmured gratefully as she immediately started thumbing through pages, the Doctor moving to do the same in the next moment as he tore his gaze from her as he refocused his attention on his own books.

 ***O*O*O***

"There's no sound of the wolf, my Lady," Flora murmured as she continued to help chop up the mistletoe along with the other maids and her Lady, "Perhaps it's gone?" she suggested.

"Perhaps it's toying with us. But my husband's up there, and if there's any chance he's still alive, then by God, I'll assist him," Lady Isobel replied and Flora tossed a batch of chopped mistletoe into the water they set to boil.

 ***O*O*O***

The library was filled with the sound of rustling pages as the Doctor, Sophie, Rose and Sir Robert searched through the shelving, flicking through book after book.

"Biology… zoology…" Rose murmured to herself, "There might be something on wolves in here."

Sophie hummed lightly, "A lot on sciences… and even more on astronomy…" she set aside another book.

"Hold on," the Doctor said catching Sophie attention in time for her to catch a book that he dropped down to her off the ladder he was standing on, before he tossed another to Rose, "What about this?"

Sophie blinked down at the book he'd tossed her flicking through the pages, "A book on mistletoe," she murmured curiously, her gaze going to one of the mistletoe varnished doors again, before back to the book with a hum.

"A book on magic…" Rose remarked as she flicked through the book she'd been tossed.

"… some form of explosive…" Sir Robert muttered.

"Hmm… that's the sort of thing…" the Doctor murmured thoughtfully as he continued to scan the shelf he was looking at from where he was situated on the ladder.

"Astrology… astrology…" Sophie hummed to herself as she sorted through another couple of books, there was so many on that subject it was a touch overwhelming.

"Wolf's bane… what about that?" Rose asked.

"Ooh…" the Doctor made an excited noise as his gaze caught on a book with gold lettering down the spine, "You're right Sparks! The good stuff is out of reach!" he exclaimed as he plucked the book from the shelf and jumped down from the ladder, setting it down on a table and beginning to flick through it, "Look what your old dad found," he said gesturing at the page as Sophie, Rose and Sir Robert crowded about the table, "Something fell to Earth."

"A spaceship?" Rose guessed.

"A shooting star," Sir Robert corrected as he began to read the caption below the image, "In the year of our Lord 1540, under the reign of King James the Fifth, an almighty fire did burn in the pit. That's the Glen of Saint Catherine just by the monastery," he told them.

"And so, the monks turned from God…" Sophie murmured a bit pensively trailing off as she stared down at the page as she couldn't help but imagine just what that would have been like seeing such a thing fall to the Earth in a blaze of fire…

"But that's over three hundred years ago," Rose muttered, "What's it been waiting for?"

"Maybe just a single cell survived," the Doctor suggested lowly, "Adapting slowly down the generations, it survived through the humans. Host after host after host." And Sophie couldn't help but grimace recalling also Sir Robert's tale of the occasional person… child going missing… snatched from their village… to play host to a creature… a lupine creature… she shivered just a little.

"But why does it want the throne?" Sir Robert asked with confusion, what could a beast want with the throne.

"That's what it wants. It said so," Rose insisted, "The… the Empire of the Wolf."

' _And doesn't that just give you chills,'_ Sophie thought with foreboding.

' _Doesn't it just,'_ the Doctor responded with just as much foreboding.

Sophie glanced at him sighing out a breath through her nose, _'Oops…'_ she projected back as she glanced back down at the book… that was her third slip… at least the third that she knew of anyway. Her gaze returned to him however, as he stared speaking… his voice low and dark with the foreboding he felt.

"Imagine it… the Victorian Age accelerated… starships and missiles fuelled by coal and driven by steam… leaving history devastated in its wake…" and Sophie felt herself pale repulsed by the idea of history being torn apart so thoroughly.

Queen Victoria who'd been silent up until that moment, just listening as her ire slowly cooled and her nerves settled got to her feet, "Sir Robert," the man immediately turned at the address and went to her, "If I'm to die here…"

"Don't say that, Your Majesty," Sir Robert cut in a bit desperately.

"I would destroy myself rather than let that creature infect me," she responded with firm resolution, "But that's no matter. I ask only that you find some place of safekeeping for something far older," she fumbled about with her purse, "And more precious than myself."

"Hardly the time to worry about your valuables," the Doctor commented, skirts rustled gently and the Doctor sucked in a slightly pained breath as the heel of a booted foot came down on his toes once again, "Ouch…" he muttered lowly glancing over at Sophie with a small pout.

"Rude… again," she muttered at him.

The Doctor grimaced a little at her still pouting just a bit, "Remind me to start wearing steel capped boots…" he mumbled at her scratching at the back of his head a bit sheepishly… he hadn't meant to be rude again… really, he hadn't.

"Hmm," Sophie hummed lowly, "These boots might just become a favourite of mine," she mused quietly.

The Doctor tugged gently at his ear a little nervously, Sophie had quite the heel… "Any chance I could convince you to favour another pair… like um… runners… I hear there quite comfy?" and Sophie hummed again a bit noncommittally, before she shrugged in a 'we'll see' kind of way and the Doctor tugged at his ear again… silently lamenting over his somewhat bruised toes… that'd probably end up quiet tender if this new trend kept up…

"Thank you for your opinion," Queen Victoria retorted still rather sore at the gentlemen that had misled her so completely, and the quietly murmuring pair returned their attention to her, "But there is nothing more valuable than this," she said her hand coming out of her bag to reveal the finest of white diamonds.

Sophie sucked in an awed breath as she, the Doctor and Rose moved closer to take a better look at the diamond.

"Is that the Koh-I-Noor?" Rose breathed in awe.

"Oh, yes," the Doctor breathed, "The greatest diamond in the world."

"Now that's beautiful," Sophie breathed and the Doctor glanced over at her again understanding the subtle jab she was making, before he nodded just slightly in agreement, his gaze returning to the diamond.

"Given to me as the spoils of war," Queen Victoria remarked and Sophie blinked as she recalled that part in the diamonds history… the beautiful gem suddenly losing some of its shine in her eyes, "Perhaps its legend is now coming true," she murmured a bit shakily as she gazed down at the diamond, "It is said that whoever owns it must surely die."

"Well, that's true of anything if you own it long enough," the Doctor comment a bit quietly, "Can I…" he trailed as the Queen stared at him weighing and measuring him in a single look, before she slowly handed it over.

He pulled his spectacles down his nose a bit so he could examine it closely. Sophie and Rose shifting a little closer to him, "That is so beautiful…" he murmured.

"How much is it worth?" Rose asked him.

"Does it matter?" Sophie asked still rather awed by the diamond despite its history… never had she thought she'd see it… she never thought she'd see a lot of things that she had been able to since she started travelling with the Doctor.

"Not really," the Doctor responded to Sophie's question before answering Rose, "They say the wages of the entire planet for a whole week."

"Good job my mum's not here. She'd be fighting the wolf off with her bare hands for that thing," Rose murmured as she prodded it almost in disbelief.

"And she'd win," the Doctor said with a small laugh that Rose joined in on lightly and Sophie shook her head… really, she didn't think Jackie was that bad… in fact she thought the woman rather lovely… and kind hearted.

Sir Robert glanced around, "Where is the wolf? I don't trust this silence," he remarked as he wandered about the room with a bit of anxiety over the long absence of the wolf that had pursued them so aggressively before seemingly disappearing.

"Why do you travel with it?" the Doctor asked of the Queen as he looked up from the diamond, his spectacles still positioned near the tip of his nose.

"My annual pilgrimage," Queen Victoria responded, "I'm taking it to Helier and Carew. The Royal Jewellers at Hazelhead. The stone needs recutting."

"Oh, but it's perfect," Rose murmured with a frown and Sophie hummed a little in agreement. The stone did indeed look perfect, but if she recalled correctly… and if they stopped the wolf from devastating history… then it was bound to get a lot smaller.

"My late husband never thought so," Queen Victoria murmured and smiled ever so slightly in fond remembrance of the man.

"Now there's a fact," the Doctor remarked as he pulled his glassed from his nose, "Prince Albert kept on having the Koh-I-Noor cut down. It used to be forty percent bigger than this. But he was never happy. Kept on cutting and cutting."

"He always said…" the Queen swallowed heavily, "The shine was not quite right. But he died with it still unfinished."

The Doctor blinked and his eyes started to widen as realization started to dawn on him, "Unfinished… oh, yes…" he tossed the diamond back to the Queen who caught it staring at him with shock as he backed away a few steps whilst he talked very fast, voicing his thoughts as he worked it out, "There's a lot of unfinished business in this house. His father's research, and your husband, Ma'am, he came here and he sought the perfect diamond," he started pacing, "Hold on, hold on…" he ruffled his hair rather violently as his brain spun quickly over the possibilities frantically trying to work it out, "All these separate things, they're not separate at all, they're connected. Oh, my head, my head," he stopped pacing all eyes in the room on him, "What if, this house, it's a trap for you. Is that right, Ma'am?"

"Obviously," Queen Victoria replied a bit stiffly.

"At least, that's what the wolf intended. But! What if there's a trap inside the trap?" the Doctor continued on hurriedly.

"Explain yourself, Doctor," Queen Victoria demanded.

"What if his father and your husband weren't just telling each other stories," the Doctor suggested still speaking quickly, "They dared to imagine all this was true. And they planned against it, laying the real trap not for you but for the wolf."

Plaster dust fell from the ceiling in a fine sprinkle and they looked up towards the glass dome high above them. Their gazes landing on the shadowy outline of the werewolf as it growled down at them.

"That wolf there…" the Doctor mumbled.

"Oh… bugger," Sophie breathed in horror as the domes skylight began to crack under the werewolf's weight.

"Out! Out! Out!" the Doctor shouted and they raced towards one of the doors, the Doctor and Sir Robert destroying the barricade that had been put up just as the werewolf crashed through the skylight and destroyed the table it landed on and growled as they rushed out of the library, the werewolf bolting after them. The Doctor slammed the door shut behind them hoping that the mistletoe lacquered wood would give the creature pause.

"Your Majesty!" Sir Robert shouted as they ran as fast as they could down the corridor.

"Gotta get to the observatory!" the Doctor shouted at them as they careened around a corner the werewolf bounding after them snarling viciously.

With the sound of quick footed paws closing in on her Rose turned to look and froze her blood running cold a scream escaping her at the sight of the wolf as it bounded closer, towering over her frightfully.

The sound had the Doctor and Sophie screeching to a halt and turning back, "Rose!" Sophie screamed in horror only for Lady Isobel to step into the corridor, a pan filled with cooling water in her hands. She threw the contents over the wolf making it stop short with a howl of pain, Rose screaming again just as the werewolf stumbled back and retreated.

Sophie rushed forward throwing her arms around the blond, "You ok?" she asked as she pulled back a bit, her heart pounding heavily in her chest.

Rose nodded, "Y-Yeah…" she muttered her limbs trembling a bit.

"Good shot!" the Doctor complimented with no small measure of relief as he tore his gaze from his companions, to stare at Lady Isobel.

"It was the mistletoe," Lady Isobel replied as the Doctor started forward moving to check after the retreated wolf.

"Isobel!" Sir Robert cried hurrying over to her taking her into his arms sweeping her into a heartfelt kiss, relieved that she was unharmed, "Now, get back downstairs."

Lady Isobel hesitated a moment, but nodded, "Keep yourself safe," she urged him.

He nodded quietly and gave her another kiss, "Now go," he murmured.

Isobel turned to her maids, "Girls, come with me. Down the stairs, back to the kitchens. Quickly!" she glanced once more at her husband before she hurried away again. Sir Robert staring after her, heart in his throat as he wondered if it would be the last time he saw her.

The Doctor hurried back to them, "Come on!" he urged them being sure to take Sophie's hand this time as they ran past them. The brunette's other hand already linked with the blonde's having taken hold of it to offer support to the shaken young woman.

"The observatory's this way!" Sir Robert called as they continued quickly up a staircase.

 ***O*O*O***

The Doctor released Sophie's hand as he examined the observatory door, "No mistletoe in these doors because your father wanted the wolf to get inside! Get inside! I just need time!" he muttered urgently his mind racing, "Is there any way of barricading this?" he wondered.

"Just do your work and I'll defend it," Sir Robert cut in firmly, his face set in determination.

"If I we could bind them shut with rope or something," the Doctor continued to mutter seemingly ignoring the man as his mind continued to race over the problem.

"I said," Sir Robert repeated firmer this time making the Doctor pause, "I'd find you time, Sir," Sophie turned towards him, her eyes wide for a moment before she shut them in dread and letting out a shaky breath as Rose and the Queen stared at him aghast, "Now, get inside!" Sir Robert urged them insistently.

The Doctor stared at him for a moment, his eyes meeting Sir Robert's his hearts aching in regret at the sacrifice the man was willing to make for them… "Good man," he finally said sincerely, before he turned back to the room and Sir Robert closed the doors on them bracing himself to make his stand… his final stand.

The Doctor hurried over to the Queen, "Your Majesty, the diamond," he said urgently holding his hand out for it.

"For what purpose?" Queen Victoria asked as she eyed him in bewilderment.

"The purpose it was designed for," the Doctor responded a bit curtly in his impatience… he could have sworn he'd explained this earlier… and he didn't have time to do so again now. Victoria reluctantly handed him the diamond and the Doctor turned and ran back across the room to and over to a mechanism that controlled the telescope, "Sparks! Rose!" he called over to them.

And Sophie jerked turning from the door she'd been staring at solemnly to hurry over to help him with it Rose joining her at almost the same moment.

"Lift it!" the Doctor urged, "Come on!" he encouraged urgently as the struggled with the stubborn mechanism the telescope slowly raising in response to their efforts.

"Damn it!" Sophie muttered through gritted teeth as the wheel seemed to fight against their efforts, the cogs shifting only slowly as the stiff wheel resisted them.

"Is this the right time for stargazing?" Rose asked with sarcasm as her arms strained with the effort.

"Yes, it is!" the Doctor responded just as the sounds of the wolf snarls came and then a pained cry from Sir Robert.

Sophie felt herself falter, horror and fear crossing her face and she couldn't help but glance in the direction of the door, Rose doing much the same whilst the Queen raised her jade crucifix and began to pray quietly, clutching it between her hands.

Sophie and Rose redoubled their efforts in getting the wheel to turn the gears continuing to grind against each other as they conceded reluctantly to their will, "You said this thing doesn't work!" Rose cried a bit hysterically.

"It doesn't work as a telescope because that's not what it is," the Doctor explained panting just a little bit with the effort of forcing the wheel to turn, "It's a light chamber. It magnifies the light rays like a weapon. We've just got to power it up."

"Now, if only this bleedin' wheel was more cooperative!" Sophie gritted out feeling a bit desperate herself as the wolf snarled outside the doors testing the heavy wood again and again as it tried to get in.

"It won't work!" Rose cried, "There's no electricity!" the Doctor and Sophie both looked over at her then, their expressions almost mirroring each other in their incredulous disbelief. Rose blinked at them and then scowled a bit at them and giving them both a look, the Doctor grunted and turned to the light chamber.

"Come on, Rosie! Use your head!" Sophie gritted out still working at the wheel, it being extra stubborn now, but still moving despite the fact that Rose was no longer helping to move it.

"…Moonlight!" Rose realized and then frowned again, "But the wolf needs moonlight. It's made by moonlight!" she cried.

"You're seventy percent water, but you can still drown," the Doctor retorted, "Come on!" The telescope finally beginning to properly align with the moonlight. Rose realizing that she'd stopped helping tightened her hold on the wheel and began to heave again the wheel once again moving quicker.

"Come on!" the Doctor cried again and the three stepped away from the mechanism as finally the telescope aligned properly and the moonlight bounced between the prisms magnifying brighter and brighter as it did so.

The werewolf broke down the door immediately making a charge for Queen Victoria who stood terrified as it bore down on her. The Doctor dived across the floor towards where the beaming light of the moon was pooling intensely on the floor and threw the Koh-I-Noor into the beam. The moonlight refracted upwards and caught the werewolf just as it moved to take a swipe at the cowering Queen.

The werewolf was lifted up off the ground by the power of it and before their eyes the lupine form shifted back into that of a young human man who stared at them with pained eyes still, the wolf creature still tearing at him on the inside, demanded to be freed.

"Make it brighter. Let me go," he pleaded and the Doctor who'd gotten to his feet once looked down regretfully before he turned and slowly walked to the light chamber and flicked a switch to do as the boy bid.

The boys human form flickered out the werewolf reappearing for a moment, still hanging as if crucified by some invisible force. The werewolf howled ferally before it vanished leaving nothing in its place, but the magnified light.

Rose and Sophie slumped slightly in relief glad that it was over, though the brunette's gaze lingered on the empty magnified pool of moonlight, sadness filling her for the boy who'd never really gotten the chance to live a life for himself… the light dimed greatly as the Doctor retrieved the Koh-I-Noor, and Sophie blinked a bit as her focus turned away from the boy who was now at peace as her gaze turned to the Doctor who'd turned towards the Queen.

"Your Majesty?" the Doctor hesitated the diamond he'd been about to return as he observed the Queen examining her wrist intently, "Did it bite you?" he asked and Sophie and Rose turned their attention to the Queen with concern.

Queen Victoria looked up from the small bloody cut marring her wrist, "No… it's-it's a cut… that's all," she waved him off airily.

The Doctor stepped towards rather unconvinced by her airs, "If that thing bit you…" he began only for Queen Victoria to cut him off a little sharply.

"It was a splinter of wood when the door came apart," she stated firmly, "It's nothing," she insisted.

The Doctor studied her face for a moment, the Queen returning his gaze steadily. He reached out a hand to carefully take her arm, "Let me see."

The Queen stepped away from, immediately folded her hands hiding her wrist as she did so, "It is nothing," she insisted again this time with finality.

She looked away from him and silence reigned in the observatory as the Doctor stared at her with disbelief. Behind the Doctor, Sophie and Rose exchanged a look, before they followed the Queen's movement with their gazes as she swept regally from the observatory.

 ***O*O*O***

The next morning The Doctor, Rose and Sophie knelt before the Queen in front of what remained of the household.

Queen Victoria lifted the sword she had in hand, "By the power invested in me by the Church and the State, I dub thee Sir Doctor of Tardis," she lightly tapped him on each shoulder with the sword, before she stepped over to Rose, "By the power invested in me by the Church and the State, I dub the Dame Rose of the Powell Estate," she repeated the motion with the sword, before she moved over to Sophie, "By the power invested in me by the Church and the State, I dub the Dame Sophie of the Powell Estate. You may stand," she decreed.

The three got to their feet Rose shooting a beaming grin over Sophie, one that the brunette returned with a slightly softer edge, still a bit bewildered that this was happening… that it had happened and that the blond had insisted that she tell Queen Victoria that she lived at the Powell Estate, 'Why not the blond had said – your family, big sis,' she'd said and Sophie had agreed… besides were else could she have said… she didn't exactly have a home to call her own at the moment… just a room in the Tardis…

"Many thanks, Ma'am," the Doctor murmured with a nod.

Sophie tucked some hair behind her ear as she dipped her head respectfully, "Thank you," she murmured softly.

"Thanks," Rose cheered enthusiastically, "They're never going to believe this back home."

"Oh, I don't know… your mum just might," Sophie mused, the woman had seen a lot now… she may just believe this.

"Your Majesty," the Doctor began, "You said last night about receiving no message from the great beyond. I think your husband cut that diamond to save your life. He's protecting you even now, Ma'am, from beyond the grave."

Queen Victoria allowed herself a small smile, "Indeed," she agreed her smile slipped away becoming stern once more as she eyed the three before her, "Then you may think on this also. That I am not amused."

"Yes!" Rose couldn't help but exclaim in a quiet murmur and the Doctor couldn't stop the low groan that escaped him in disbelief that he'd actually lost another bet it was bad enough that he still owed Casanova a chicken…

Sophie raised her eyes towards the ceiling a heavy breath escaping her through her nose with exasperation.

"Not remotely amused!" Queen Victoria restated sharply and the Doctor's and Rose's expressions fell, "And henceforth I banish you."

The Doctor blinked a bit stunned along with Rose, whilst Sophie bowed her head to stare at the floor at her feet, "I'm sorry…?"

"I have rewarded you, Sir Doctor, and now you are exiled from this Empire, never to return," Queen Victoria spoke with anger glaring at him, "I don't know what you are, the three of you, or where you're from, but I know that you consort with stars and magic and think it fun. But your world is steeped in terror and blasphemy and death, and I will not allow it!" she declared and she took a breath in the hopes of calming herself somewhat, her gaze drifted to Sophie observing her bowed head for the first time.

"Raise your head Dame Sophie," she commanded and the brunette jumped only slightly as her head snapped up in response, "You, out of three of you have the least to be ashamed of in your conduct," she informed her though her gaze was still cool, her expression was less stern in her regard, before she rounded on the Doctor and Rose once more, "You will leave these shores and you will reflect, on how you came to stray so far from all that is good, and how much longer you may survive this... terrible life."

She took another breath steadying herself, determined to keep her composure, "Now…" she swept her gaze over them, "All three of you, leave my world, and never return," she decreed with finality before she stepped back from them.

 ***O*O*O***

"Whoa!"

The Doctor, Sophie and Rose alighted from the back of the cart they'd been hitching a ride on, "Cheers, Dougal!" the Doctor called with a cheery wave to the farmer

"Thanks for the lift!" Sophie called too as the farmer urged the horse hitched to the cart on as he continued his journey.

The three turned and started for the Tardis that was parked right where it had been left and the Doctor picked up the line of their conversation again, "No, but the funny thing is, Queen Victoria did actually suffer a mutation of the blood. It's historical record," he told them and Sophie nodded recalling that part in the history books she'd spent a fair bit of time burying herself in during her high school experience having taken a keen interest in the subject that her classes only covered a small portion of… it had kept her occupied during her lunch hour and after school which had been a bonus…

"She was haemophiliac. They used to call it the Royal Disease. But it's always been a mystery because she didn't inherit it. Her mum didn't have it, her dad didn't have it. It came from nowhere."

Sophie hummed a little eyeing him a little sceptically, "Ok, odd, yes… but werewolf-ism?" she asked him with an arched brow.

"Well, it could be," he defended with a small shrug, "Maybe haemophilia is just a Victorian euphemism," he suggested thoughtfully

"For werewolf?" Rose asked just as sceptically.

"Could be," the Doctor defended his hypothesis again and Sophie began to smile a little at him.

"Queen Victoria's a werewolf?" Rose murmured as she smiled.

"Could be," the Doctor said again, "And her children had the Royal Disease. Maybe she gave them a quick nip," he mused.

"You think she would?" Sophie asked.

"You met her," the Doctor retorted mildly and Sophie gave him a look that was part amused part exasperated.

"You sure your just not sore over being banished?" Sophie asked him.

The Doctor levelled a look at her, "Do I seem that petty to you?" she gazed at him a moment before she shared a look with Rose their lips twitching… the Doctor glanced from one to the other and back again reading their expressions, "Oi!" he protested with a small pout, before he tugged at his ear a bit sheepishly, "Maybe," he muttered the shadow of regret darkening his face briefly, "But my points are valid!" he insisted staring at the two earnestly.

Sophie hummed and nodded a bit as she thought of his points once again, "Well… that wolf did get awfully close…" she mused softly, regret tinging her tone again her uplifted mood from the bright warmth of the Scottish highland sun plummeting a bit as her mind drifted back over the previous night… she blinked though as the Doctor took her hand… his own face somewhat downcast again and she squeezed his hand slightly, his own tightening in response.

"So, the Royal Family are werewolves?" Rose mused, turning her gaze that had gone far afield for a moment, back to the pair and grinned.

"Well, maybe not," the Doctor replied his regret hidden behind a cheerful mask once again as he thought over the issue they were discussing, "I mean, a single wolf cell could take… a hundred years… to mature. Might be ready, oh…" he paused thoughtfully, "Early 21st century?" he estimated.

Rose shook her head, "Nah, that's just ridiculous!" she exclaimed but then paused as she began to consider it, "Mind you… Princess Anne…" she mused and Sophie made a small face.

The Doctor grinned, "I'll say no more."

"And if you think about it… they're very private," Rose continued to muse as she really started to think about it, "They plan everything in advance. They could schedule themselves around the moon. We'd never know… And they like hunting!"

"So, do lots of people," Sophie pointed out whilst the Doctor sniggered as they came up to the door of the Tardis, pushing the door open for them and they stepped into the Tardis.

"They love blood sports!" Rose exclaimed seeming to ignore Sophie's comment as she laughed exuberantly. The door to the Tardis closing behind them, "Oh my God, they're werewolves!" she cried with another laugh as the Doctor moved about the console as he sent it back up into the vortex setting it to an idle drift.

 ***O*O*O***

"Aha! This is where you snuck off too!" the Doctor exclaimed as he approached the brunette that had practically dematerialized from the console room… he'd looked over at Rose for a moment as they'd been chatting and when he'd looked back she'd gone!

Sophie blinked over at him as he walked towards her, "I didn't sneak," she replied and turned back to the bookshelf she was perusing, "I walked."

The Doctor crossed his arms over his chest as he leaned a shoulder against the shelf as he regarded her. His lips quirking upwards, "You snuck off quiet as a cat on the hunt… one moment there the next," he made a poof gesture with his fingers.

Sophie flushed a bit, "I didn't mean to um… poof," she copied the gesture he made with his fingers even as she made the sound. She turned completely from the shelf she'd been perusing in search of a book to escape into, "So, did you need me for something or…?" she trailed eyeing him curiously.

The Doctor straightened up, "Your arm… I wanted to check it over," he told her.

Sophie glanced down at her arm, the wound covered now not just by the hanky he'd wrapped over it but by the leather jacket she'd put back on after she'd changed back into the clothes she'd picked out when they'd been headed for the 1970s.

"Ohh," she hummed softly she hadn't forgotten it… not really, but she hadn't given it any further thought since he'd used a rather large hanky to bandage the wound, "We should probably do that, huh?"

The Doctor nodded and gave her small teasing smile, "Come on ya wee duckling," the Doctor teased lightly as he gestured back the way he'd come through the stacks.

Sophie scowled at him, a hint of playfulness to it, "Oi!" she poked him in the side, "Not a duckling."

"No," the Doctor agreed easily as he took her head as they started down the between the bookshelves, "You're much better," he shot her another teasing grin, "You're Sparks."

Sophie rolled her eyes just a bit, but smiled in return as she shook her head… he really was a bit of a foxy git… more than a bit sometimes…

"Oh, yes," she agreed with mild sarcasm, "That's _sooo_ much better."

"You like it," the Doctor responded with confidence.

Sophie glanced away, a slight heat rising to her cheeks as her heart beat a tiny bit faster in… embarrassment aware of the Doctor's gaze as it rested on her rather intently… _'A bit…'_ she admitted to herself after a beat.

' _Knew it!'_

Sophie choked on her own saliva and the Doctor paused patting her back as she coughed, "Seriously! Again… I did it again!" she whinged… she hadn't wanted him to know that! "That's it… I need more lessons," she decided resolutely.

"If you like," the Doctor agreed readily even as he gazed at her a bit sheepishly, he hadn't meant to irritate her with that or make her choke… he'd just been rather pleased… he scratched the back of his head, "Though it may just be that you need more practice…"

Sophie nodded and they started down the stacks again… she glanced over at him, "It's only a bit… as in a small bit… tiny…"

"Of course," the Doctor said agreeably though his lips twitched upwards and Sophie tangled a hand into the ends of her hair.

The two glanced at each other and the Doctor's suppressed smile broke out into an all-out grin and Sophie groaned, "Let's just get to the med-bay," she muttered with a huff.

"Aye-aye, Captain."

"Not a Captain."

"No, you're a Dame."

"You're doing this on purpose!" Sophie accused him, her cheeks heating once again and the Doctor smiled softly, one that shifted into a 'who me' look of faux innocence as she glanced over at him, "Yes you!" she said in response her lips twitching upwards in amusement.

"A bit," the Doctor admitted softly and then bopped her gently on the nose as she scrunched it at him, before the two stepped out of the library and into the corridor as they continued on their way to the med-bay.


	7. Chapter 6 School Reunion

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** Thank you to everyone who followed/favourited and reviewed last chapter and another thank you to **Saberbladeprime** for all the help. Also, I'm really sorry that this chapter took me a bit longer to get out to you.

 **CHAPTER 6**

 **School Reunion**

Sophie made a small sound of understanding as she followed closely behind her new colleague as he showed her about the Deffry Vale High School library, "And of course," he continued as they stepped back into the main area of the library, "There's the usual rules, no eating and drinking inside the library – no exceptions. And if the children want to muck about there to do it outside, the library is a quiet space."

Sophie nodded for what felt like the 10th time in so many minutes… those were definitely the standard rules in most libraries she'd ever been in… though some had allowed food and drink as long as you took care not to make a huge mess of it. One of Sophie's hands came up to tangle in the ends of her hair, idly curling one of the locks around her fingers… in all honesty she was starting to zone out just a bit… despite how hard she was trying to focus on what she was being told… everything was just rather, straight forward and obvious to her, and he was being very thorough in making sure she understood everything… she was actually beginning to think that maybe he thought she was a bit stupid or something.

"How you doing? Keeping up?" he asked.

Sophie glanced over at him, her hand lowering back down to her side, "Yeah. Pretty sure I've got everything Mr. Jones."

"David please, or Dave… Davey… I'm not fussy," David smiled at her, "Mr. Jones makes me feel like my dad," he made a small face before he chuckled a bit.

Sophie blinked and nodded slightly, "Ok, David," she acquiesced.

David's face fell slightly but swiftly moved on as he started leading them towards the library doors, "Right well, I think that's everything that we needed to cover today… but tomorrow if you have any questions don't hesitate to ask," he told her genuinely and Sophie nodded her understanding once again as he held the door open for her to pass through it before him.

The Doctor who'd been coming to find Sophie, paused as he saw her step out of the library another man a short step behind her watching for a brief moment as the two stood outside the library door chatting quite amicably from what he could tell… his eyes narrowed slightly on them as he saw Sophie bite her lower lip before she spoke again… though he was too far away to hear their exchange… the guy was standing a bit close… far to close…

He started making his way towards them his stride a bit faster than it had been, catching the young man saying a 'see you tomorrow then,' before he was turning and walking away a small slump to his shoulders.

Sophie released her lower lip from her teeth as David walked away from her, before she turned and smiled as her gaze landed on the Doctor as he came to stand beside her, "Who was he?" the Doctor asked still staring after the retreating form of the guy Sophie had been talking to.

Sophie blinked at him, "David, he was showing me the ropes around the library."

The Doctor frowned a bit then arched a brow at her, "David?" he queried a bit stiffly as he eyed her with an intensity that had her blinking a bit in confusion.

Sophie nodded, still staring at him a bit confused, her gaze meeting his as she shrugged a bit, "I preferred it over Dave or Davey."

The Doctor made a rather disgruntled face and glanced away from her to stare in the direction David had walked off in the man no longer visible, "He asked you to call him 'Davey'?"

Sophie nodded again, "Yeah… I didn't really like that one either," she commented misreading his disgruntled expression, "But he said he wasn't fussy."

The Doctor who'd turned back to her when she started talking, "What was wrong with his surname then?" he muttered, his brow furrowing slightly again in displeasure.

Sophie shrugged, "Said it made him feel like his dad…" the Doctor made a low scoffing noise, "What?"

The Doctor shifted a bit and tugged at his ear, "…Nothin'," he muttered rather unconvincingly, he sighed forcing the tension to leave him as he gave her a bright smile instead, "Come on. Rose is probably wondering where we've gotten off too," he said cheerfully.

Sophie nodded in agreement as his hand brushed against hers as they started to walk side by side, his hand grasped hers a moment later, his fingers interlacing with hers. She glanced over at him, "So, how was the staff meeting?"

The Doctor pulled another face at the reminder of the meeting he'd come from, "Urgh…" he bemoaned.

Sophie nodded, her lips twitching upwards at his dramatics, "Enough said."

The Doctor nodded his agreement before he brightened once again beaming a wide grin, "But at least tomorrow I get to do more than just say 'hi' to the kids."

Sophie hummed agreeably… her first day at the school had left a lot to be desired… she could only hope that tomorrow would be better and they'd actually be able to make some head way with their investigation into the school…

 ***O*O*O***

"Urgh!" Rose practically growled as she entered the Tardis kitchen and Sophie glanced up at her from where she was standing in front of a counter as the blond that had changed out of her cafeteria uniform practically threw herself onto one of the stools, "I still smell like the cafeteria!" she bemoaned as she opened a container she'd brought in with her.

"The smells probably just stuck in your nose," Sophie replied as she went back to chopping with the sharp knife she'd taken out of the block on the bench.

Rose sniffed at herself, "No, I swear its coming from me! Smell me!"

"What?" Sophie exclaimed in surprise, her brows raised.

"Smell me!" Rose pleaded again.

"I'm chopping," Sophie whinged just a little holding the knife up for emphasis.

"It'll still be there after you've sniffed me… please Space-Cadet. I need to know if I really do still stink!"

Sophie sighed lowly, but set down her knife and turned towards Rose, walking over to the seated blond who was still trying to sniff at herself, her nose crinkled as she tried to tell if the smell was just stuck in her nose or still coming from her.

Sophie took a sniff before humming a little, "I s'pose… you may still smell a little like the school café," she murmured, her gaze going to the open container that Rose had in front of her, "Didn't you get enough of the chips at the school today?"

Rose however was blinking at her in bemusement as the blond finally took a look at the brunette's face, "Are you – are you wearing swimming goggles?"

Sophie reached up and touched the goggles she'd put on not that long ago, "I'm chopping onion… it always makes me cry… so… goggles," she shrugged a bit, a slightly self-conscious heat flaring up in her cheeks, "Chips from the café probably aren't helping with the whole getting rid of the smell," she commented mostly to change the subject as she turned to move back to her half-chopped onion.

Rose blinked down at the chips before shrugging just a little reaching for another one to eat, "What ya cooking anyway?"

"Spaghetti Bolognaise," Sophie responded, the knife moving over the chopping board again, "Didn't feel like doing anything that'd take a lot of effort."

"Doesn't the sauce for that come in a jar or something?" Rose commented, "Like ones with onion and stuff already in it?"

"It can, but I like adding in my own stuff," Sophie replied, setting the knife aside as she finally finished dicing the onion and she pulled off the goggles she'd uncovered from the wardrobe, setting them on the counter, moving on to the carrot she wanted to grate.

Rose paused halfway through stuffing a chip into her mouth and her eyes widened, "Crap!" she exclaimed.

"What?" Sophie asked somewhat alarmed at the blonde's sudden shout.

"I was supposed to meet Mickey 20minutes ago!" Rose scrambled off her stool, snagging up her container of chips not wanting to leave them behind.

"You still smell like the cafeteria!" Sophie called the reminder out to Rose's back as the blond got to the kitchen door.

"Urghh! Crap… crap! Crap!" Rose cried floundering for a moment as she rapidly debated, "Ah, stuff it he loves me anyway!" she decided before she raced off.

"Woah!" the Doctor cried jumping out the way of the fleeing blond staring after her in surprise for a moment before he walked the short remaining distance to the kitchen, "Where's the fire?!"

"Huh?" Sophie hummed glancing over at him.

"Rose," the Doctor jerked a thumb over his shoulder in the direction he could still hear the blonde's pounding feet as she dashed about as she struggled to make her way out of the Tardis without forgetting anything in her rush.

"Oh, she's late for a date… or at least I think it's a date…" Sophie hummed as she turned away again going back to grating the carrot and trying to not to catch her fingers as the vegetable grew smaller and smaller in her hand.

"Ah, Mickey," the Doctor said with a nod, "Whatcha cooking?" he asked with interest.

"Spaghetti Bolognaise," she informed him, "Want some? I've only just started so I can make enough for two?" she offered.

"Sure… need any help?" the Doctor asked shedding his brown pinstripe suit jacket and rolling up the sleeves of his dress shirt as he approached the counter Sophie was working at only for his eyes to catch on the goggles resting on the counter. He lifted them up with a single finger under the strap, "Goggles?" he asked a bit bemused by them being in the kitchen.

Sophie groaned lowly, "Onions are evil," she muttered sending a brief scowl at the chopped onion whilst the Doctor chuckled amused even as he nodded his understanding.

"If you wanna help you can chop a bit more," she told him, having only done enough for a single serving of sauce.

The Doctor nodded, and without further ado adjusted the strap of the goggles before placing them over his own eyes, before he picked up the knife as he grabbed the remainder of the onion Sophie had decided she hadn't needed to chop a bit more.

The Doctor finished with the onion and moved towards the mincemeat, "Hmm… what do you say we make banana smoothies after this?" he asked.

Sophie looked over at him, "I never say no to a smoothie," she replied with a grin, before she started towards the sink to rinse off her hands, "Especially not a banana one," she said seriously.

The Doctor nodded enthusiastically his own beaming grin in place as the mince began to cook, "Bananas are good."

' _Knew he was going to say that,'_ Sophie thought fondly, "Ooh, don't forget the garlic," she stated spotting it where she'd left it by the stove.

"On it," he replied as he grabbed the crushed garlic tipping it into the pan with relish, glancing over at Sophie again as she puttered around the kitchen, grabbing the other ingredients and shifting them across the bench so that they were closer to the stove. He stepped to the side a bit so that she could slide the chopped onion off the chopping board and into the pan, before she stepped away again and he started stirring once again mixing them together.

Sophie moved towards the sink filling it with hot soapy water as she started dumping the dirty dishes into it, starting her usual routine of washing up whilst the food was cooking.

"You do know that the Tardis will do that for your right?" the Doctor reminded her.

Sophie glanced over at him, "I know but…" she turned back to the sink and trailed, blinking at the hot water that was now dish free, pouting she'd totally lost again. She turned back to the Doctor eyeing him a bit suspiciously, "You two in cahoots now?"

The Doctor gave her a look full of innocence, his lips twitching upwards as his amusement threatened to break the illusion, "I'm sure I don't know what you mean Sparks… I'm cooking… here," he gestured at the pan, before he grabbed the jar of sauce.

Sophie made a sound of amused disbelief, before turning her gaze to the Tardis, "Recruiting accomplices is cheating," she informed her and got a small hum in response that was rather nonchalant, "It is!" Sophie insisted as she dried her hands.

The sound of the Doctor's low chuckling laughter reached her and she huffed lowly, before she broke out into amused laughter herself.

' _Foxy Git.'_ She mused to herself with a shake of her head, before she turned back to the ship, _'And you. I'm on to you now Sexy!'_ she projected and the Tardis merely responded with an unconcerned hum.

Sophie huffed just a little, "I'll win next time you'll see," she murmured firmly and the Doctor chuckled again and shook his head in fond amusement. Only his Sparks.

 ***O*O*O***

Sophie made a soft thoughtful sound under her breath as she looked over the books she'd plucked out of the after-hours 'returns' box, a small frown scrunching her brow as she looked them over… all of them were books on physics… and maths… and not ones she'd recalled browsing over in her early high school years… these were… well, they were something she expected more from students heading into university and taking courses that heavily involved physics and mathematics… she put another of the text books into the trolley she was filling, her eyes landing on another text book this one another mathematics text.

She sighed lowly as she slotted that one into the trolley to. She kept expecting to see some novels, short stories anything to do with reading for fun, but although the school library had a pretty good collection for a school library… not one had been checked out… not one…

"Excuse me?"

Sophie looked up at the young voice that was speaking to her, her gaze landing on a female student that had approached her from out of the stacks, "Yes?"

"I was looking for a certain book and I couldn't find it on the shelf, but the system says it was returned?"

"Which one?" Sophie asked.

The girls gaze fell on the return trolley, eyes scanning the spines, "That one," she said pointing with a finger, before she reached over and plucked it from its spot, "Thanks," the girl muttered with distraction as she turned away already opening the book.

"Your welcome…" Sophie muttered her brow still scrunched. She glanced over at the tables that were filled with students… it was recess and quite a nice day outside, and it struck her as rather odd that so many children were choosing to sit in the library to quietly pour over difficult texts pens scratching over their notebooks meticulously… in fact the sound of rustling pages was the loudest thing in the library… there wasn't even the hint of the children whispering to each other as they instead focused with a scary intensity for children.

"You look troubled," David said as he came up behind her, "Having issues with the system?"

Sophie shook her head as she turned to look at him, "No, the system's simple… I just… has it always been like this?" she asked as gestured towards the tables.

David glanced over at the students, before shrugging, his gaze returning to her, "There's always been a few loners that preferred it in here, but ever since Mr. Finch came and changed up the curriculum… well, the kids have really been getting into learning."

Sophie blinked at him for a moment, wondering how he could think that this was some kind of normal… there was interest in one's schooling and then there was obsessing... and this felt like obsessing… plus…what where all of them doing reading so many years ahead… she didn't even understand just what these books were doing in a high school… at least what so many volumes of such high-level material was doing in a high school.

Realizing that she'd been silent for perhaps a bit too long as she mulled over the question, Sophie gave herself a bit of a shake and cleared her throat as David continued to regard her with his green eyes, "I should um, get these books back on the shelf," she dumped the rest of the texts into the trolley as she turned from him and started away, wheeling the trolley in front of her.

"Uh, wait… Sophie…" David attempted to call after her, but the brunette was off in a world of her own as she disappeared into the stacks. He sighed a bit disappointed, "Later," he muttered to himself, "I'll ask her later," it was only the beginning of the day, he had plenty of time left in the day to ask her… and it'd probably be best to do it when she didn't appear so distracted… yeah that'd be better.

Sophie made it to the bookcase where the physics texts where kept and started shelving them, her brow still scrunched in thought. She'd always sought sanctuary in the library… it'd been her safe haven where the kids couldn't bother her too badly, or at all under the tough as nails librarians stern gaze and no-nonsense attitude. The woman had been the type to give one warning just one and then you were out… and if you continued to cause havoc, well… you soon found yourself banned from the library outside of the times a teacher booked time in to take their classes.

And yet right now… all she felt in this library where the silence instead of being 'golden' felt stifling and concerning. She shelved another book and glancing out of the window out at the bright sunny day… the children should have been running about, shrieking in joy and laughing as they played… but… there was no noises of children playing… enjoying their short recess before the classes their classes started up again.

She sighed out a breath and moved on, pushing her book trolley onto the next bookcase where the mathematic texts where slotted to go. As she began to shelve the books she felt her mobile vibrate lowly in her jacket pocket.

' _Probably Rose,'_ Sophie mused to herself as she paused in shelving the books as she reached into the pocket. Her hand seeking about for a moment, before her hand closed about the small device and she pulled it out and checked it discreetly and she shook her head as she read the brief text that was just more whinging about the school kitchen.

She slipped it back into her pocket without replying as she turned her attention back to shelving books. She'd see Rose at lunch and no doubt the blond would find the time to complain at her then for winding up as a 'Dinner Lady'.

 ***O*O*O***

Nina sat quietly outside the Headmaster's office, just waiting as she'd been told, her throbbing head appreciating the silence in the halls as class continued on. The sound of feet on the stairs she glanced in the direction of the staircase, her gaze landing on the new Headmaster of her school. She watched with small confusion, as he walked by her seemingly not seeing her, but then he paused in front of his door and turned to face her, an expression that seemed close to irritation on his face as he regarded her, making her want to squirm just a little in the chair she was sitting in. She clutched her books a little closer to her chest.

"What do you want?" Mr. Finch asked.

"The Nurse sent me, Sir," Nina replied softly, "I was in English and I got a headache."

"Then don't bother me, go home," Mr. Finch waved her off as he heaved an internal sigh planning on having a word with his subordinate as he turned towards his door once again. He didn't have time for such inconsequential matters.

"I can't," Nina responded and her Headmaster turned back to her once again a bit more considering now.

"Why? Is your mother at work?"

Nina shook her head, "I live in Ambrose Hall. The children's home," she admitted.

"No parents," Mr. Finch mused, the beginnings of a smile curving up his lips, "No one to miss you?" Nina shook her head again, mutely this time, "I see why the Nurse sent you. You poor child. Poor… thin, child. Come inside," he murmured his demeanour shifting to something more pleasant as he turned towards his office door once again. Nina slipped off her chair and proceeded him into his office as he held the door open for her, "It's nearly time for lunch," Mr. Finch commented as he pulled the door shut behind him.

Nina turned to look at him curiously as the sound of flapping wings reached her ears, her eyes widened at the sight of her Headmaster, large protruding batlike wings the source of the sound, her eyes caught next on the distended face and large sharp teeth as the creature that stood in her Headmaster's place screeched shrilly at her. Nina screamed in response, heart hammering as the creature lunged at her…

 ***O*O*O***

A bell rang through the school halls and there was a flurry of movement as students hurried through the halls and into their next classroom, only one moving with any kind of real reluctance, his feet dragging as he trudged along the hallway and into his Physics classroom, the other students already seated and waiting for their new teacher to enter the classroom. The one that they'd met briefly yesterday. Kenny slid into an empty seat towards the back, fidgeting a bit in his seat as he settled into it, setting his things on top of the bench he was seated behind.

A couple of moments later the door to the physics lab opened again and the Doctor strode into the classroom, going directly to the teacher's desk so that he could plonk his briefcase down on top of it, before he turned so that he could directly face the students that were all sitting quietly, "Good morning class. Are we sitting comfortably?" he asked and beamed a wide enthusiastic grin at them, only to blink a little in disappointment as he was met with silence. The students simply staring at him as they waited.

He spun on his heel picking up a whiteboard marker and he scrawled 'PHYSICS' in large letters onto the board, before he underlined it a couple of times, "So, physics…" he began as he replaced the cap on the marker and tossed it back down on the desk and turned back to the class, "Physics, eh? Physics. Phyyyyyyyysics. Physics! Physics. Physics, physics, physics, physics, physics, physics, physics," the Doctor sniffed rather purposefully as the students stared at him with varying degrees of bemusement, "I hope one of you is getting all this down," he jested lightly, only to receive silence again for his attempt.

' _Blimey. Tough crowd…'_ he thought as he cast his gaze about the students again, having expected some giggling at least… he'd been aiming for some giggling… though he wasn't sure why he was surprised, his previous class had been rather similar in their reaction.

"Um, ok, let's see what you know," he moved on, "Two identical strips of nylon are charged with static electricity and hung from a string so they can swing freely. What would happen if they were brought near each other?" he asked and almost immediately a young boy with spectacles raised his hand high into the air, "Yes, uh, what's your name?"

"Milo," the boy answered.

"Milo! Off you go," the Doctor encouraged.

"They'd repel each other because they have the same charge," Milo answered easily.

"Correctamundo!" the Doctor declared brightly only to pause in thought for a brief moment, "A word I have never used before and hopefully never will again. Question two, I coil up a thin piece of microwire and place it in a glass of water. Then I turn on the electricity and measure to see if the water's temperature is affected. My question is this, how do I measure the electrical power going into the coil?" he swept his gaze over the students sitting before him as once again only one hand shot into the air, the same child as before. The rest of the students making up the class staring up at him quietly, a couple looking completely bored, "Someone else?" he asked, but no other students even looked remotely interested in trying to answer the question, "Nope…? Ok, Milo, go for it."

"Measure the current and PDs in an ammeter and a voltmeter."

The students glanced over at Milo, looking vaguely impressed with their fellow classmate, "Two to Milo!" the Doctor acknowledged with a nod and smile, leaning against the desk as he zeroed in his focus a bit more, "Right then, Milo, tell me this, true or false, the greater the dampening of the system, the quicker it loses energy to its surroundings."

"False," Milo answered without hesitation.

"What is non-coding DNA?"

"DNA that doesn't code for a protein," Milo answered without skipping a beat once again.

"Sixty-five thousand nine hundred and eighty-three times five?"

"Three hundred and twenty-nine thousand nine hundred and fifteen," Milo answered confidently.

Some of the students continued to look impressed while a scattered few started to look just a little uneasy. The Doctor however, continued to stare at the bright boy levelly as he shot his next question at him, "How do you travel faster than light?"

"By opening a quantum tunnel with an FTL factor of thirty-six point seven recurring," Milo replied once again without missing a beat.

The Doctor's jaw dropped without his permission, as he gaped at Milo, stunned, shock and surprise hitting him rather hard at that… that question should have been impossible to answer, even for a child genius. Planet Earth simply didn't have the knowledge… and yet Milo had gotten the answer right. Had barely batted an eye at the question, the answer had simply rolled off his tongue like it was common knowledge…

 ***O*O*O***

The Doctor moved down the line he was in as one of the dinner ladies served him up a portion of the chips that came with a thick gravy sauce. He came up to the next dinner lady, his gaze landing on Rose who was glowering at him rather heatedly, something that was reflected in the way she slopped a scoopful of mashed potatoes harshly onto his plate.

The Doctor smirked in response to her irritation, and turned away as an amused snigger escaped him completely unfazed by her irritation at her situation. He walked over to an empty table and sat down at it.

His gaze lifted and he smiled much more warmly and genuinely as he spotted Sophie entering the canteen. She returned the smile as her gaze almost immediately found him as she sought out the eyes that she felt on her. The Doctor turned his attention to the food that was piled rather haphazardly onto his plate with absolutely no finesse whatsoever… it didn't appear appetizing at all, not like the bolognaise he and Sophie had made last night, not to mention the banana smoothies they'd made from scratch.

He poked a little at the mash Rose had slopped angrily onto his plate with his fork. He hummed a bit thoughtfully at the unappetizing messy slop Rose had made of the potatoes.

He turned his attention to the chips Rose had been chowing down on since the moment they'd first sat down to lunch here. He stabbed one examining it with his eyes, he was quite fond of chips, it was something that thankfully hadn't changed with his regeneration… though he had yet to find his new favourite flavour since salty vanilla original had failed him.

He brought the chip closer and took a small curious sniff and he hummed again, his brow creasing slightly at the scent of the chips… he brought it to his lips, he nibbled on the end of the fried potato and pulled a face as he grimaced entirely repulsed by the flavour. Whatever it was… it didn't taste like any chips with gravy he'd encountered on Earth before… and honestly, he hoped to never encounter it again.

So, he flicked the chip off his fork and back onto his plate with a mild pout, he'd been looking forward to the chips that he hadn't had the chance to try yesterday and used one of his napkins to wipe the gravy off the prongs of his fork.

He hummed again with disappointment, not finding anything else on his plate appetizing… though maybe he could try the mash… it hadn't been covered in the gravy. He glanced up from his tray realizing that Sophie was taking a fairly long time to make it over to the table. He didn't have to look far to clamp eyes on her, she was angled slightly away from him, and his eyes narrowed in a flare of irritation at seeing what… or rather 'who' had waylaid her.

He was up out of his seat and making his way over to the two before he'd really thought about it. His eyes still somewhat narrowed on the young man that was once again standing a bit too close to Sophie then he really had to be in order to talk with her.

"Um… Coffee?" he heard Sophie murmur, her tone somewhat confused and uncertain as she continued to give David her attention.

"Yeah," David agreed with a nod and a winning smile, "I was thinking that maybe…"

"Sparks!" the Doctor called as he closed the distance before Sophie could do more than murmur an uncertain 'um' in response to David's hopeful question, diverting Sophie's attention from him as she turned her head to look at him.

"Hey D… John," Sophie corrected herself mid syllable, blinking a little at him as her mild confusion grew as she wondered why the Doctor had come to join them. She would have sat down with him in a moment or two… David had just wanted a quick word.

"What's the hold up…" the Doctor trailed off blinking innocently at the other man that was giving him a look that was both annoyed and somewhat knowing in its regard, "Oh, hello – _Davey_ … wasn't it…?"

David smiled, "Sophie's mentioned me?"

"Only briefly in passing," the Doctor responded flippantly and David's expression fell again slightly, his green eyes continuing to assess 'John Smith' the new teacher that had arrived at the school the same time Sophie had.

Said brunette blinked as she glanced from the Doctor to David and back again. Her confusion growing as tension seemed to crackle between the two men as they eyed each other, "...Um…" she began, only to be cut off as the Doctor spoke again.

"I hope I wasn't interrupting," he said with a false cheery note to his voice, David opened his mouth to reply but the Doctor spoke before he could get another word out, "No? Alright then," he turned his attention to Sophie who was staring up at him all confusion and curiosity, "Come on, Sparks. Your lunch'll get cold," he urged taking her tray from her and balancing it on one hand as his other hand fell to her lower back guiding her into a walk away from David who was staring after them with a rather stupid expression on his face, at least in the Doctor's opinion.

From where she was standing behind the canteen Rose watched the interaction with a raised brow, her gaze following after the Doctor and Sophie as he led her away from the rather cute guy that had been talking to Sophie… a boy who looked rather crestfallen as he watched them for a moment, before turning and slouching away. The blonde's eyes narrowed on the Doctor again and she huffed out a low breath, before she spun away leaving the line she'd been standing in, a break in the oncoming hungry staff and students allowing her to do so without issue…

Sophie eyed him as they approached the table the Doctor had left his barely touched tray on, "That was rude."

The Doctor blinked at her and then smiled, "Was it?"

"Yes – kinda very," Sophie replied, still eyeing him with mild confusion as he sat her tray down on the table next to his.

"Ah," the Doctor hummed a little, "Well, I'm sure it's all worked out for the best," he murmured tugging gently at his ear as they sat down at the table.

"For the best?" Sophie questioned curiously as she picked up her fork.

"Ah… well um…" the Doctor floundered for a brief moment, only to be saved by the still rather irritated Rose as she marched over to the table they were sitting at, armed with a dishcloth and a spray bottle.

"Two days," Rose hissed as she moodily sprayed the table and made a brief show of wiping it down to maintain her cover.

"Technically, a day and a half-ish," Sophie responded as she scooped up some of the mashed potatoes Rose had slopped onto her plate.

Rose shot her a look, "Two days," she repeated unhappily.

"Sorry," the Doctor interrupted, "Could you just? There's a bit of gravy…" he pointed at the spot that was bothering him with his fork. Rose rolled her eyes and swiped the cloth over the table again, "No, no just-just there," he pointed again.

Rose wiped up the gravy that had spilt onto the tabletop before she sat down opposite them, "Two days we've been here," she grumped again, eyeing the Doctor frostily.

"Blame your boyfriend. He's the one who put us onto this," the Doctor replied with a small shrug happily ignoring the icy daggers Rose was aiming at him with her eyes, "And he was right. Boy in class this morning, got a knowledge way beyond planet Earth."

Sophie hummed softly, "It's been a bit strange in the library too. All the advanced physics and mathematics texts are constantly being pulled off the shelves… university level texts a lot of them. I barely put them back before they're pulled off again and there's at least oh, a month long waiting list for the ones that they're allowed to take out of the library, and it was packed at recess. Every seat at the tables were taken."

"You eating those chips?" Rose asked as she eyed off the untouched chips on their plates.

"Yeah, they're a bit…" the Doctor trailed as he watched Rose as she reached over to snatch a chip from Sophie's plate, "Different," he finished as the blond ate the chip with relish.

Sophie crinkled her nose a bit, but spun her tray obligingly so that her chips where closer to the blond making her beam a grateful grin at her at the silent offer, "I was hoping that they'd have something a bit different on the menu today," she admitted as she eyed the chips with distaste, "They left me feeling a bit odd… almost sickly yesterday," Sophie murmured, she'd only had two or three, before she'd had to stop… Rose, however – had demolished them without any problems.

"I think they're gorgeous," Rose stated as she helped herself to more of the offered chips, "Wish I had school dinners like this," she commented with a mildly wistful sigh, before she focused a more contemplative look on Sophie, "So, who was the guy I saw you talking to earlier?" she asked the brunette. The blond ignored the cool glare the Doctor levelled on her in response to her question as easily as he'd ignored her ire earlier.

Sophie shrugged a bit, "David."

Rose grinned a bit, "He's cute," she exclaimed and the Doctor's glower deepened, something that the blond ignored quite happily, focusing her attention almost completely on the brunette that was now staring at her like, she'd taken her by surprise… which she probably had, now that she thought about it.

Sophie blinked at Rose lowering her fork that she'd scooped some more of her mash potatoes onto, "Was he?" she questioned, before her expression turned a bit pensive as she really thought about it for the first time, "I didn't really think so… kind of average, really…" she decided, before she returned her gaze back to Rose, "Why?"

Beside her the Doctor's expression eased and his grip on the fork that he'd still been holding relaxed as he let out a relieved breath, before he levelled one last irritated look at the blonde, only for said blonde to once again ignore the look with relish.

Rose shrugged with an air of nonchalance, "No real reason – just asking," she murmured with another small smile her gaze sliding briefly over to the Doctor, "Though…" she hummed as she flicked her gaze back to Sophie, "I would be interested in knowing just what you found attractive," she mused making Sophie blink at her again, the brunette shifting a bit awkwardly in her seat, "We'll I've never..."

The Doctor shot another irritated look at the blonde before he cut in, keeping his voice carefully inquisitive as he scanned his gaze over the cafeteria, "It's very well behaved, this place," he observed and easily ignored the irritated look Rose levelled on him in response for changing the subject back to their investigation – it was a look he returned, hoping to dissuade the blond from whatever it was that she was hoping to achieve with her line of questioning – especially about that idiot pretty boy 'Davey' he wanted Sophie's thoughts far from him – though it was nice to know that Sophie didn't find the boy attractive despite his poor attempts at flirtation.

Sophie nodded even as she eyed her two friends with rising confusion, having caught at least something of the byplay between them… the hard looks… the annoyance flickering across their faces… she tangled a hand into the ends of her hair, she'd missed something again, she just knew it… and it was really beginning to frustrate her, because all she'd get from either of them was a highly unbelievable 'nothing'.

She swept her gaze about the cafeteria, "It was like this in library too," she agreed… the lack of joy during lunch was just as prominent here as it had been during recess… and the cafeteria wasn't generally a quiet space.

"Mmm," Rose hummed a bit thoughtfully as she pulled her irritated stare from the Doctor too cast her gaze about the cafeteria in response to the observation, her hand reaching out to snatch more chips off Sophie's plate as she swallowed her previous mouthful.

"I thought there'd be happy-slapping hoodies. Happy-slapping hoodies with ASBOs. Happy-slapping hoodies with ASBO's and ringtones," he turned back to Sophie and Rose with a grin, "Yeah? Yeah?" he bopped his head, "Oh, yeah. Don't tell me I don't fit in."

Sophie shook her head in amusement and patted him on the arm lightly, "Alright… I won't tell you," she agreed, her blue eyes alight with amusement as the Doctor pouted at her.

"Oi!" he protested mildly, one of his hands reaching over to tickle her unprotected side making Sophie squirm away a bit as she laughed.

Rose watched them with a fond smile, a small sigh escaping her, they were so cute together… except they weren't together, and it frustrated her more and more that the Doctor wasn't doing anything to clear up Sophie's misunderstanding… if he just did something – anything to make himself unmistakably clear, the two would be happy together… but he didn't and wasn't… and it was driving her crazy – much more so than her infernal dinner lady uniform surrounded by food, the smell of which sunk into her uniform and her pores! She'd never regretted more her decision to not get her A levels!

The Doctor grinned warmly as he relented, resisting the urge to pull her up against his side and planting a soft kiss on her cheek, that had flushed slightly with her amusement, her blue eyes sparkling brilliantly at him as she returned his grin.

"You are not permitted to leave your station during a sitting," Rose's supervisor scolded as she paused at their table.

Rose swiftly got to her feet, "I was just talking to this teacher and Librarian," she attempted to explain as she pointed at them.

The Doctor gave the woman a polite wave, "Hello!"

"Hi!" Sophie murmured.

"They don't like the chips," Rose tacked on with mock disapproval as the head dinner lady continued to regard her sternly.

The woman turned to the two seated members of staff, "The menu has been specifically designed by the Headmaster to improve concentration and performance," she stated firmly, before she turned her disapproving eyes back to Rose, "Now, get back to work," she demanded before she continued on her way, fully expecting to be obeyed.

Rose grimaced and turned back to the Doctor and Sophie as she started away from the table and the chips she'd fast become addicted to, "See?" she grumped, "This is me," she gestured at the apron that she was forced to wear as part of the uniform, "Dinner lady."

"I'll have the crumble," the Doctor called after her teasingly.

"Make that two, but only if it's apple and don't be stingy with the cream," Sophie chimed in.

Rose mock glowered at the two, "I'm so going to kill you two!" she grumbled at them, but she smiled before she turned and trudged away to resume the station she'd abandoned.

"Hmm," Sophie hummed musingly, a gloved finger coming up to touch her lips thoughtfully.

The Doctor turned his gaze to her, "What?" he asked curiously as he took in the slight pout of her lower lip.

Sophie flicked her gaze to him and smiled a slightly sheepish hint to it, "Oh, I just really feel like apple crumble now, that's all."

The Doctor nodded grinning, "Swimming in cream," he agreed.

Sophie scrunched her nose slightly, "Maybe not that much," she murmured and the Doctor gave her a look, a brow arching and Sophie caved, "Yes alright. I'd totally want that much cream," she admitted. She regarded him thoughtfully, "Though, I'm sure you'd prefer yours swimming in custard rather than cream," and the Doctor nodded grinning warmly at her once again.

A teacher crossed the cafeteria and the Doctor and Sophie attention where drawn to him as he paused at one of the tables and bent down towards a female student, "Melissa. You'll be joining my class for next period. Milo's failed me, so it's time we moved you up to the top class," the teacher turned and his gaze fell on Kenny who was seated with a packed lunch from home in front of him, "Kenny, not eating the chips?"

"I'm not allowed," Kenny replied, staring dismally down at his packed lunch.

The teacher turned away from him to address another student, "Luke. Extra class. Now," he informed Luke before he turned and made his way back towards the stairs he'd descended to get into the cafeteria, quite a few students rising from their seats to follow him out.

As he stood on a balcony that overlooked the cafeteria, Mr. Finch watched over the proceedings, his gaze sweeping about the cafeteria for a moment, before it was drawn for a second time to a table that seated only two now. The feel of their eyes drawing his attention this time rather than the laughter that had erupted from the table… two newer members of the staff… his gaze lingered for a moment, before he turned away from them and the cafeteria, he had a meeting to keep… all he could hope was that Melissa would prove more capable than Milo.

The Doctor turned to Sophie, "You finished eating?"

Sophie nodded, "Yeah."

"Great, let's go," he said as he got up from the seat and holding a hand out to her.

Sophie blinked as she accepted his hand and allowed him to help her up, "Where are we going?" she asked curiously as he began to lead them from the cafeteria.

The Doctor shot her a smile, "To investigate."

Sophie nodded, she'd figured that… she'd meant physically where… but she supposed she'd find out soon enough. Her gaze landed on a clock and she hummed a little, "I'm supposed to be back in the library soon," she commented with a small disappointed frown, "It opens for most of the lunch hour."

The Doctor shrugged dismissively, "That's ages away."

Sophie gave him a look, "It's fifteen minutes away," she replied a bit dryly, that hardly felt like ages to her.

The Doctor shot her a grin, "Plenty of time!"

Sophie let out an amused sound… she doubted she'd ever fully understand a Time Lords concept of time. She shook her head lightly smiling fondly at him as they walked down the corridor together, her hand still clasped in his.

 ***O*O*O***

Rose stood in the kitchen drying a tray when a group of dinner ladies came in, "Careful… Keep it steady," the head dinner lady ordered, "Don't spill a drop."

Rose turned slightly so that she could observe them as they all so carefully wheeled along a large barrel of cooking oil, each one adorned in heavy duty protective gear, from breathing masks and goggles to thick protective gloves… the kind used when dealing with acidic chemicals.

Rose eyed them trying to unobtrusive about it, as the group made slow, but steady progress across the kitchen, the wheels squeaking slightly.

"I said keep it steady!" the head dinner lady snapped, "Careful… that's it… easy now… steady…" she guided them.

Rose's phone began to ring and she almost jumped at the sudden sound, she swiftly moved to answer it, digging it out of her pocket, fumbling slightly as she continued to watch the group as they carefully handled the barrel.

"Right, second barrel, quickly now!" the head dinner lady ordered and they all rushed off to get the second barrel.

"What you got?" Rose spoke lowly into the phone, already knowing that it would be Mickey. She'd been expecting his call.

"Confirmation," Mickey replied, "I just got into army records. Three months ago, massive UFO activity. They logged over forty sightings. Lights in the sky, all that. I can't get any photos, 'cos then it gets all classified and secret. Keeps locking me out."

"Tell you what though," Rose murmured quietly, "Three months ago, turns out all the kitchen staff were replaced," she glanced over at the women that had re-entered the kitchens wheeling a second barrel of cooking oil with the same caution as the first, "And this lot are weird."

"See, there's definitely something going on. I was right to call you home," Mickey responded rather pleased to be proved right.

"I thought maybe you called me home just… well… just to call me home," she admitted her voice fond and slightly hopeful.

"Do you think I'd just invent an emergency?" Mickey asked with an amused grin.

"You could've done!" Rose retorted hearing his amusement, in fact she'd been rather hopeful that that had been the case… it had felt nice to believe that that had possibly been the case… that he'd just wanted to see her again.

"That's the last thing I'd do," Mickey replied truthfully, his grin fading a bit.

"Watch it!" the head dinner lady cried with aggravation as the barrel of oil tilted precariously as one of the dinner ladies got a bit careless.

"Because every time I see you," Mickey continued whilst Rose's attention turned from him as her focus returned almost completely to her fellow dinner ladies at her supervisor's shriek, "An emergency just gets in the way," he finished just as the barrel toppled over and one of the women was splashed from head to toe in oil and she screamed with agony, the oil burning her.

"I've gotta go," Rose murmured hurriedly and hung up on him.

From where he was stationed in an internet café, Mickey sighed, "Yeah… just like that," he muttered a bit dubiously and sighed lowly rather curious as to what happened but Rose hadn't even given him the chance to ask… he gave himself a shake and focused back on trying to hack in past the firewall that was keeping him locked out... this Torchwood organisation was getting in his way something shocking…

Back in the kitchen Rose watched wide eyed as the badly scolded women, her skin steaming as the oil seemingly continued to burn her, continued to wail in agony, "Get her up, get her up!" the head dinner lady demanded and the woman who was clearly in agony was helped to her feet and swiftly hustled into an office and the blinds where swiftly pulled.

Rose having crept forward, tried to peak through the partition but it was no good, the blinds to tightly drawn. She heard another agonized scream and started dialling. The head dinner lady came out of the office and immediately spotted her. She pulled down her goggles, leaning against the doorframe, her eyes narrowing suspiciously on the blond, "What're you doing?" she demanded to know.

"Calling an ambulance," Rose replied still rather wide eyed in her shock as to what she'd just seen happened… how badly the woman had been burned by the contents of the oil barrel.

"No need," the head dinner lady informed her firmly and Rose hung up a bit reluctantly, "She's quite all right," she assured levelly.

There was a sudden sound from behind the door like a sudden fire had broken out, followed by a loud crash and then another scream from within the office. Rose stared at the office door again, smoke billowing out from underneath the doorframe.

The head dinner lady didn't so much as flinch at the commotion, "It's fine," she stated again, "She does that," she waved off, before she stepped back into the smoke-filled office.

Rose frowned at the closed office door for a moment completely confused before she turned and her eyes landed on where the oil had spilled to see that it had eaten through metal… she eyed the spilled barrel cautiously.

 ***O*O*O***

Sarah Jane Smith descended a flight of stairs alongside the Headmaster, listening attentively as he talked about the changes he'd implemented.

"My improvements aren't confined to the classroom. Oh, no, no, no, no, no. We've implemented a new policy. School dinners are absolutely free. But compulsory. Do try the chips," Mr. Finch encouraged.

"Oh, I'd love to. Thank you!" Sarah Jane replied brightly, before she directed the conversation back to her investigation, "And it's got to be said, the transformation you've brought about is amazing. I mean, maybe you're working the children a little bit too hard now and then…" she trailed eyeing the Headmaster intently.

"Hmm?" Mr. Finch hummed questioningly his brow furrowing slightly in disagreement with her statement.

"But I think good results," Sarah Jane quickly moved on upon seeing his reaction, her initial suspicions increasing, "They're more important than anything."

Mr. Finch smiled, "Exactly," he agreed, "You're a woman of vision, Miss Smith," he complimented.

"Oh, I can see everything, Mr. Finch," she murmured, a smile of her own curving her lips as she fought down the urge to grimace at the man instead, "Quite clearly."

 ***O*O*O***

The Doctor sat on a desk, a biscuit in hand, the packet in the other as he held it out towards Sophie, who was leaning against the desk beside him, offering her one. Sophie helped herself to one and the two nibbled quietly as they listened to Mr. Parsons attentively as he paced back and forth before them.

"Yesterday, I had a twelve-year old girl give me the exact height of the Walls of Troy… in cubits!" he exclaimed in response to the question he'd been asked.

Sophie blinked in surprise at that and then exchanged a brief glance with the Doctor, "And, it's ever since the new Headmaster arrived?" he asked.

"Finch arrived three months ago. Next day, half the staff got the flu. Finch replaced them with that lot," Mr. Parsons nodded over to a group of stern looking teachers, that were standing rigidly and in silence... looking for all the world like they would rather be anywhere but where they were. Sophie and the Doctor glanced over at the group briefly the both of them pulling small expressions of distaste.

Mr. Parsons turned back to the two, "Except for the teacher you replaced John, and that was just plain weird, her winning the lottery like that."

The Doctor blinked at him, "How's that weird?"

"She never played," Mr. Parsons replied and Sophie almost choked on the bit of biscuit she'd been chewing on, "Said ticket was posted through her door at midnight."

"Hmm," the Doctor hummed thoughtfully, staring at Mr. Parsons innocently as he popped another biscuit into his mouth, "The world is very strange."

"Mm-hmm," Sophie hummed in agreement, "Completely," she murmured and the Doctor smiled at her in amusement when she glanced over at him a bit meaningfully. She turned her gaze back to Mr. Parsons, "I hope she enjoys her holiday."

"Oh, she didn't go on holiday. She handed in her resignation," Sophie and the Doctor blinked at him at that... both a bit surprised… he'd made sure that the ticket was just enough to prompt a sudden holiday… but then… he glanced over at the new staff members that Finch had brought in… they really didn't look all that pleasant…

"Didn't like the new staff… same with the librarian you replaced Sophie. He decided to retire rather than deal with them, but then… he was only a couple of years off retiring anyway."

"Excuse me colleagues," Mr. Finch called as he entered the staffroom slightly ahead of the woman he was escorting, "A moment of your time."

Sophie straightened up and the Doctor stood, both turning to face the Headmaster, beside her the Doctor stilled in shock, recognising the woman standing beside him immediately, his eyes widening in his surprise and disbelief.

"May I introduce Miss Sarah Jane Smith. Miss Smith is a journalist who's writing a profile about me for the Sunday Times. I thought it might be useful for her to get a view from the trenches, so to speak. Don't spare my blushes," he told them with a smile, before he turned and walked back out the door he'd just entered.

The Doctor's surprise and disbelief quickly turned to joy as he stared at his former companion and he smiled. A smile that widened a bit as she almost immediately made her way over to him and Sophie.

"Hello," Sarah Jane greeted the two she'd decided to approach first the smile the man in the brown suit was giving her convincing her they were the two to start with.

"Oh, I should think so!" the Doctor responded his smile widening further, almost a beaming grin now.

Sophie glanced over at him a little surprised and bemused by his response, whilst Sarah Jane eyed him with a similar expression, "And, you two are?" Sarah Jane asked recovering quickly glancing from one to the other and back again... the man still smiling at her.

"Sophie Connolly," the curly haired brunette introduced herself and accepted Sarah Jane's hand with her gloved one as the women offered it to her to shake.

"Hmm? Er…" the Doctor floundered having forgotten for a moment that Sarah Jane wouldn't have a clue who he was, "Smith. John Smith."

"John Smith? I used to have a friend who sometimes went by that name."

"Well, it's a very common name," the Doctor responded, still smiling widely… in a definite beaming grin now.

Sarah Jane smiled lightly, "He was a very uncommon man," Sarah murmured reminiscing for a moment, before she focused her attention again and held out her hand to him, "Nice to meet you."

The Doctor took it enthusiastically, "Nice to meet you. Yes, very nice. More than nice. Brilliant!" he beamed.

Sophie and Sarah Jane blinked at him, "Um," the older woman murmured a bit floored by his rather over the top response to her simple greeting… and the rather wide smile that was almost scary if it weren't for the warmth in his eyes, "So, um, have the two of you worked here long?"

"No," the Doctor responded immediately whilst Sophie shook her head, "Um, it's only our second day."

"Oh, so you're both new, then?" Sarah Jane leaned in towards them a bit, "So, what do you think of the new school? I mean, this new curriculum? So many children getting ill. Doesn't that strike you as odd?"

Sophie nodded in response, her gaze flicking over to the clock mounted on the wall whilst the Doctor's smile widened further if possible, "You don't sound like someone just doing a profile," he observed happily.

"Well, no harm in a little investigation whilst I'm here," Sarah Jane responded a bit conspiratorially.

"No," the Doctor agreed brightly.

"I've got to go," Sophie observed with a small sigh.

The Doctor blinked and glanced over at her, "Is it time already?" he asked a bit surprised… it couldn't have been fifteen minutes already.

Sophie nodded and gestured towards the clock on the wall, "Past time. I'm late," she replied and the Doctor glanced over at the clock and made a face at it that was a cross between annoyed and petulant.

"Go where?" Sarah Jane asked with interest.

"To the library," Sophie responded, "I'm the new Librarian."

"Well, that's a spot of luck. I was wanting to go there next; would you mind me walking with you?"

Sophie shook her head in response, "I don't mind," and Sarah Jane smiled brightly and the two began for the door.

The Doctor grinned after them rather thrilled and excited that the two were getting along, "Good for you. Oh, good for you, Sarah Jane Smith," he breathed almost giddily after the two had passed through the staffroom door.

 ***O*O*O***

"I know this is only your second day… but have you noticed anything strange?" Sarah Jane asked as she and Sophie walked down the hallway side by side.

"Mmm," Sophie hummed thoughtfully as she glanced over at the other woman again, returning her friendly smile, "Well… the quiet stands out to me," she admitted her hand coming up to tangle in the ends of her hair, she glanced over at Sarah Jane and smiled again, "And yes, I know how that must sound coming from a Librarian."

Sarah Jane responded with a nod and another smile as they started down a staircase, her gaze landing on a small group of young children that were all just sitting in silence, not one of them looking cheerful or carefree as children should be, "It is rather quiet... it's still lunch, right?"

Sophie nodded, "Yeah… it's worse in the Library," she muttered lowly.

Sarah Jane arched a brow at that, "I thought librarians wanted silence in the library."

Sophie nodded, but said quite seriously as she frowned slightly, "There's silence and then… there's _silence_ ," she stressed the word, "It's not the comfortable silence of a library it's more of a, um…" Sophie trailed floundering for a word, "Stifling…" she finally settled upon and glanced over at Sarah Jane again to see her making a small notation on her notepad, "Though, I'm not sure that really covers it well enough," she admitted tugging at the ends of her hair briefly, before forcing herself to release her hair.

Sarah Jane hummed thoughtfully as the pair started down another hallway, "I'm sure I'll see for myself soon enough," she commented.

Sophie nodded, "Yeah, it's just up ahead," she said and gestured to the doors at the other end of the hallway they were walking down.

"You took over from the old Librarian?" Sarah Jane continued down her line of questioning and Sophie nodded again glancing at Sarah Jane curiously, "What happened to them?"

"Nothing, as far as I know," Sophie responded, "Apparently he didn't get along with some of the other staff members and decided to retire a little earlier then he'd originally planned."

"Some of the staff members? This would be the new staff members, correct? The ones Mr. Finch brought in when a lot of the staff got… sick?"

"Yeah, have you seen many of the staff the Headmaster brought in?" Sophie queried.

Sarah Jane nodded grimacing lightly, "Some yes… do you know what kind of issues he had with them? Was it something to do with Mr. Finches policies overworking the children or perhaps with the number of children suddenly getting ill?"

"I couldn't say for sure."

"But if you had to hazard a guess?" Sarah Jane prompted insistently.

"I'd say it's a high possibility that one or both of those factors figured into his decision to leave. From what I understand, he worked here 30 years before his sudden decision to retire after Mr. Finches arrival," Sarah Jane nodded and scribbled something else down on her notepad, "Ya know, David would probably be able to tell you for sure."

"David?"

"He works in the library too, worked alongside the previous Librarian," Sophie explained and Sarah Jane beamed a grin at her.

"I'll track him down and see if he's willing to answer some of my questions."

Sophie returned the smile, the two approaching the doors to the Library, she pushed it open and the two stepped inside the Library. Sarah Jane immediately paused as she took it in the library. "Oh my…"

Sophie nodded from where she'd paused beside the older woman, "See… stifling…" she murmured quietly.

Sarah Jane could only nod for a moment, before she gave herself a small shake and she turned to Sophie, "Thanks for your time. It was nice to meet you," she said sticking out her hand.

"Nice to meet you too," Sophie murmured as she accepted Sarah Jane's hand, "Good luck with your report… and your investigation."

"Thank you."

Sophie glanced about the library, "David should be lurking about in here somewhere."

"Oh, I'll find him," Sarah Jane said with confidence and Sophie smiled and nodded as Sarah Jane strode away from her with purpose. Her blue eyes following after the older woman curiously for a moment before she turned away focusing her attention on what she needed to get done in that afternoon whilst school was still in session.

 ***O*O*O***

Sophie sat behind the desk near the front of the library, her hands were poised over the keyboard, her gaze glancing over the book she was inputting into the library catalogue system. She hit the enter key and then she reached over to grabbed the smooth handle of the school library stamp, pressing it firmly against the inkpad before stamping it onto the book she'd just catalogued, before she flipped the cover of the book closed again and deposited it into the almost full trolley. She grabbed another book from the stack of the newly arrived titles that she'd unboxed a little while ago. She shifted in her chair a bit as she moved to start the process again, her hands settling over the keyboard once again.

A shadow fell over her as she glanced at the book again to find the next bit of information she needed to input, "Hey Sparks, you look busy," the Doctor commented as he leaned his arms against the top of the desk, leaning over it to try and catch a glimpse of her computer screen, and he made a small face at the very boring new catalogue entry tab she had up on the monitor.

Sophie looked up, her lips twitching up into a smile, "And you look bored," she observed as she watched him fiddle with a few bobbles on the desk, making one make a sort of squeak noise, before it began to topple and he caught it glancing at her a bit sheepishly as he set it back in its place a top the desk.

"Maybe a little," he admitted with a small grin.

Sophie cocked her head at him a little, "Aren't you supposed to be teaching a class right now?" she asked him.

The Doctor shrugged a bit and grinned a bit wider, "It's close enough to the end of the day… I let them out a little early."

"Got sick of teaching already?" Sophie asked with mild amusement.

"No!" the Doctor exclaimed not very convincingly and tugged at his ear a bit, "Just thought it'd be a nice treat for the kids…"

Sophie gave him a look and shook her head slightly in amusement, "I'm sure," she commented, her light sarcasm making the Doctor pout a little at her, before he was returning her smile with a slight sheepishness.

"Well, alright… but I thought it'd be a good test too," the Doctor murmured leaning over the desk again, "See their reaction."

"Hm," Sophie hummed thoughtfully, "And how'd they react?" she asked curiously.

"Some were bemused, others confused, but most looked… annoyed," the Doctor responded quietly rather disquieted.

Sophie sighed softly disquieted herself at the news, but not overly surprised, "Whatever's going on here… it's making the kids scary focused," she murmured softly and the Doctor nodded his agreement.

David exited the stacks moving towards the desk, Sophie's name on his lips only to come to a sudden stop at seeing John Smith standing by the desk evidently chatting with her. As he watched John walked around the desk, picking up one of the books scattered about on the desk, he flicked through the pages crazy fast and said something he couldn't quite make out, but Sophie rolled her eyes and poked him in the side playfully before taking the book from him and John made a small face at her, before he grinned and angled himself so that he could lean against the desk as he picked up another book from the desk.

David watched for a moment longer before he sighed heavily and turned away from them the question he'd been about to ask forgotten as he trudged back into the stacks to continue his dreary task of tidying up.

"Oi… I was working on that one," Sophie huffed a little as the Doctor picked the book she was trying to catalogue up off her desk.

"Where you?" the Doctor hummed innocently as he flicked through the pages of the book, glancing at the monitor briefly.

"Yeah, and I was almost done," Sophie replied.

The Doctor reached over typing swiftly over the keyboard hardly looking before he hit the enter button, "There done," he said cheerily.

Sophie rolled her eyes again, smiling as she shook her head at him, "You're such a show off!"

"I'm sure I don't know what you mean, Sparks," the Doctor responded with a smile of his own snapping the book shut and tossing it backdown on the desk just as the bell rang, "Ooh days over," he cheered, his hands grabbing the back of the wheeled office chair she was sitting on.

"Blimey! You were bored," Sophie laughed a bit, "Hang on! I gotta shut off the computer!" she exclaimed as the Doctor grabbed her hand and pulled her around the desk, snatching up his mostly for show briefcase that he'd set down by the desk.

"Eh, Davey will take care of it," the Doctor waved her off, glancing over at David as he emerged from the stacks again, a few books in hand, "Won't ya Davey?" he insisted more than asked as he turned his head to look at the other man.

David sighed out a breath mildly irritated by the man, but nodded, "Yeah sure… see you tomorrow Sophie."

"Sorry David… thanks and see ya!" Sophie called as the Doctor started off again at a quick pace towards the Library doors.

"That was rude," Sophie commented eyeing the Doctor as the Library door swung shut behind them with a quiet snick.

"I was thinking that we should come back tonight, after everyone's left," the Doctor commented. Sophie rolled her eyes a bit at his not so subtle evasion, "It'll give us a good chance to snoop about unhindered and see if we can't find out what's going on in this school," he stated with a grin as they started up one of the many staircases in the school.

 ***O*O*O***

Darkness had fallen over the sky as Sarah Jane carefully and quietly crept along one of the school buildings. The light of her torch shone across a window of a packed up and empty classroom as she came up to it. She undid the latch and opened the window so that she could peer unobscured into the darkened room, taking in the chairs that were onto of the desks. Certain now that the coast was clear Sarah Jane hoisted herself up and through the window.

She grimaced lightly as her feet touched the classroom floor, the action that once upon a time wouldn't have caused her to think twice, now making her ache, an unfortunate reminder that time had passed and she was no longer as young as she used to be when she'd decided that she couldn't just settle into a normal life, the one she might have gladly had had she not met the Doctor all those years ago and her eyes had been opened to the splendour of the universe and all the things and people in it.

Sarah Jane shut the window as quietly as she could, before she crept towards the classroom door doing her best to walk quietly…

 ***O*O*O***

The Doctor opened a fire door and stepped out into a dark hallway, followed by Sophie, Rose and Mickey.

"Oh, it's weird seeing school at night," Rose commented shivering a little despite the warm jacket she'd put on before they'd left the Tardis as they glanced about the deserted hallway they'd stepped into, "It just feels wrong."

"Creepy," Sophie agreed with a small nod.

"When I was a kid, I used to think all the teachers slept in school," Rose admitted as they cautiously walked down the hallway.

Sophie glanced over at her lips curved up in a small amused smile, "Really?" and Rose shrugged a bit as she nodded returning her smile.

Mickey smirked, "I totally forgot about that… almost had me convinced at one stage," and Sophie glanced over at him curiously. Mickey shrugged, "She's really convincing when she wants to be," he explained and Sophie made a sound of understanding.

"Almost?" Rose said with mock offence, "I totally had you believing."

"Nah, I just let you think that," Mickey responded somewhat glad for the distraction and the low sound of their low murmuring voices that broke the eerie silence of the school.

"What about you Soph? Did you believe anything strange about your school when you were a kid?" Rose asked, glancing over at the brunette.

Sophie shrugged a bit, "Well, I once thought that the school cook was trying to kill us with her stew… every Wednesday she'd cook this stew in winter… dunno what she did to it, but it always tasted awful…"

"Really?" Rose crinkled her nose, "How'd she keep her job if her stew was that bad?"

Sophie tangled a hand into the ends of her hair, curling the strands around her gloved fingers a bit sheepishly, "Well… it turned out that uh, she wasn't trying to kill us… I just really disliked vegetable stew as a kid."

"Alright team," the Doctor spoke his amusement at the three of them lingering in his tone. He paused as he briefly mulled over the word, "Oh, I hate people who say team. Um… gang," he tried, "Um… comrades…" Sophie shared an amused look with Rose, "Anyway," he gave up on finding a word he liked, "Rose, go to the kitchen and get a sample of that oil. Mickey, the new staff are all Maths teachers. Go and check the Maths department. Sparks, check out the classroom those Extra classes take place in, see if you can't find out what those classes are and what might be causing the kids to get sick. I'm going to look in Finches office," he turned and headed off towards the stairs, "Be back here in ten minutes."

Sophie glance after him for a moment as he swiftly disappeared up the stairs, whilst Rose played with the sleeve of her jacket, "You gonna be alright?" Rose asked Mickey.

Mickey snorted a little doing his best to hide his nervousness, "Me?" he smirked, "Please. Infiltration and investigation? I'm an expert at this," he boasted before he strode off with purpose.

Sophie blinked after him for a moment, before she turned to hurry on her way to the classroom that was being used for the 'extra' classes, only to be brought up short when Rose grasped her wrist, "Hold on," the blond murmured quietly smirking in amusement as she waited with a knowing look in her eyes.

Sophie merely blinked mildly confused as to what they were waiting for, though it didn't last long as Mickey came striding back towards them a sheepish expression on his face, "Where's the Maths department?"

Rose pointed in the opposite direction, "Down there, turn left, through the fire doors, on the right," she told him still smiling in amusement.

"Thank you," Mickey said before he took off again.

Rose chuckled a little still smiling. Sophie shook her head a little, smiling lightly in mild amusement, "We should get started, ten minutes isn't that long," Rose nodded her agreement and the two split off as they hurried to reach their destinations, doing their best to muffle their steps in the quiet school, for the same reasons they'd felt the need to keep their voices low despite the fact that the school should be empty…

 ***O*O*O***

The Doctor headed down another dark corridor of the school, heading towards Mr. Finches office. He paused however, and frowned as he heard a sudden screeching sound and then the distinct flapping of wings off in the distance. It only took a short moment for him to decide to turn in the direction of the sound, striding off quickly to investigate.

 ***O*O*O***

Rose took the lid off one of the barrels and carefully spooned some of the oil into the jar she was clutching. A shadow passed over her followed by a loud screech. Rose jerked her head up sharply glancing about for the source of the noise.

 ***O*O*O***

Sophie entered another corridor, moving as quickly and as quietly as she could as she approached the computer lab that had been set aside for those participating in the extra classes that Mr. Finch had implemented almost immediately after he'd become Headmaster and he'd brought in replacements for all the staff that had suddenly gotten ill.

She approached the door and tried the handle only to find it locked. She tried it again just to be sure, before she moved to the window attempting to open it, only to find it as locked as the door, so instead she pressed up a bit closer, cupping her hands around her eyes as she tried to peek into the classroom through the glass pane, squinting heavily in the shadowy darkness, making out the rows and rows of computers. She searched her pockets for a moment, wondering if there was anything in the bigger on the inside pockets of the Doctor's old leather jacket that'd help her pick a lock.

Not finding anything that could be used to possibly jimmy a lock, so instead she pulled out her mobile and turned on the inbuilt flashlight. She shined it through the window she'd been peering in just a moment ago, slowly angling it around to see if she could spot anything. Her teeth sank into her lower lip as she frowned in concentration, searching… but from outside of the room, at least… it looked like an average school computer lab.

Sophie paused as she heard what sounded like the flapping of large wings and she hurriedly turned off the light that was coming from her phone, a shadow passed over the window on the opposite side of the classroom she was trying to get into, followed by a loud screech. She glanced about for a moment, before she turned and started back down the corridor as quickly and as quietly as she had come, hoping that she'd turned off the flashlight in time and wondering just what had made such a piercing screech.

She made her way through the dark corridors, heading back to where they were all supposed to meet in a few minutes. She turned a corner and jerked to a halt almost jumping out of her skin as she almost collided with Rose.

Rose placed a hand over her chest as she took a deep breath having been equally startled, "Blimey! This place has got me jumpy," she exclaimed with a low laugh of relief that it had only been Sophie and not the thing that had made the 'screech' she'd heard earlier.

Sophie nodded her agreement as she sucked in a calming breath equally as relieved as the blond, "Yeah… did you hear a screech earlier?"

Rose nodded, "Gave me a chill – not gonna lie," she admitted rubbing at one of arms – it still felt like the fine hairs on her arms and the back of her neck were still stood on end.

Sophie nodded again, "Yeah… me too."

"I wonder what makes a sound like that?" Rose murmured as they started walking together.

Sophie shook her head in response, "I dunno, but whatever it is… it's got wings… big ones."

Rose blinked further disquieted by that, "Wings?"

"Yeah… I heard the flapping of wings just before the creepy screech," Sophie replied.

Rose ummed lowly, "I didn't… but there was a shadow that passed overhead."

"I thought there was one too," Sophie murmured, "But it's hard to tell with all the shadows and gloom in here," she glanced over at Rose, "How'd it go in the kitchen?"

Rose grinned and pulled out the small jar she'd spooned some oil into, "Without a hitch," she tucked it back into her pocket, "What about the computer lab, learn anything?"

Sophie shook her head, "It was locked, and I couldn't see anything suspicious through the window."

Rose nodded, "Typical. When we meet up with the Doc…" she trailed and the pair paused as a terrified shriek rent the air, "Mickey…!" she exclaimed with worry, before she started off again, running now.

"That was Mickey?" Sophie asked with slight surprise as she ran beside Rose, "It sounded kinda… girlish…"

Rose nodded, "That's Mickey's shriek… I'd know it anywhere!" she insisted. The two were running at a fairly fast clip when they were forced to skid to a stop to avoid crashing into the Doctor as he appeared from a converging corridor, "Did you hear that?" Rose asked him, before she frowned in confusion and immediate displeasure as she noticed the woman with him, "Who's she?"

"Rose, Sarah Jane," the Doctor introduced happily not noticing the displease expression on Rose's face, "Sarah Jane, Rose, and you met Sp... Sophie earlier," he beamed a grin.

Sarah Jane nodded casting her gaze over the two young women that were obviously travelling with the Doctor and she smiled… the action somewhat forced as she extended a hand to Rose, "Hi, nice to meet you," she said with faux sweetness as she shook the blondes hand as the younger woman begrudgingly accepted it. Sarah Jane glanced over at the young woman she'd met with the Doctor much earlier that day, "And nice to see you again."

"Nice to see you again too," Sophie replied with a warm smile, having liked the woman when she'd met her earlier.

Sarah Jane turned back to the Doctor, "You can tell you're getting older. Your assistants are getting younger."

Rose immediately bristled in outrage and offence whilst Sophie blinked a bit at the older woman, "We're not his assistants!" Rose shouted angrily, glaring outright at the older woman now and Sophie shifted away from the blond slightly, glancing over at her in mild surprise and confusion at the sudden burst of anger.

"No?" Sarah Jane replied eyeing the two younger women a moment longer, before she turned back to the Doctor once again, "I get you tiger," she said with a wink that had the Doctor shifting uncomfortably as he tugged at his ear as he glanced away from them.

Sophie tangled a hand into the ends of her hair tugging lightly at the strands as her brow scrunched as she regarded both Rose and Sarah Jane with mild confusion, "Um…" she glanced over at the Doctor, "I think the shriek came from over there," she murmured lowly jerking her thumb in the direction they'd all been heading before they'd almost crashed into each other and with that she took off down the corridor.

The Doctor, followed by Rose and Sarah Jane ran after her, the Doctor's longer stride making it easy for him to catch her up, before he took the lead as all four hurried through the corridors headed towards the Maths department…

 ***O*O*O***

Mickey looked towards the door of the classroom as the Doctor burst through it and into the room he was in, followed by Sophie, Rose and a woman he didn't know, "Sorry!" he apologized, "Sorry! It was only me," he said sheepishly and the Doctor sighed, "You told me to investigate, so, I-I started looking through some of these cupboards and all these fell on me," he explained gesturing to the vacuum-packed bags strewn on the floor about his feet.

The Doctor bent down and picked up a few of the bags that had fallen on Mickey, "Oh, my God, they're rats!" Rose exclaimed with a disgusted shudder, whilst Sophie pulled a small face a she too stared at the bags each one filled with one dead rodent, "Dozens of rats. Vacuum packed rats!" Rose continued.

"And you decided to scream?" the Doctor asked incredulously as he straightened up eyeing Mickey with irritation.

"It took me by surprise!" Mickey defended himself.

The Doctor scoffed, "Like a little girl?"

"It was dark!" Mickey protested indignantly, "I was covered in rats!"

"Nine, maybe ten years old," the Doctor mocked as he glanced about the room they were in, "I'm seeing pigtails, frilly skirt."

Sophie nudged him as she gave him a pointed look, "You're being rude."

"Yes well, he's being an idiot," the Doctor muttered as Mickey continued to glower at him in indignation.

Sophie continued to eye him and saw the corner of his lips begin to twitch up in the smallest hints of amusement. _'Foxy git,'_ she thought with a small eyeroll her lips quirking up just slightly.

"Hello, can we focus? Does anyone notice anything strange about this? Rats in school?" Rose asked and Mickey shrugged in response, whilst Sophie nodded her gaze turning to the vacuum sealed rats again and the Doctor frowned thoughtfully.

"Well, obviously they use them in Biology lessons. They dissect them," Sarah Jane stated, before she turned to Rose, "Or maybe you haven't reached that bit yet," she mocked as she eyed the blond a bit sceptically, "How old are you?"

The Doctor and Mickey eyed the two women with wary eyes, the Doctor tugged at his ear and shifted uncomfortably and Sophie blinked, her brow scrunching as she regarded Sarah Jane and Rose with mildly confused eyes.

Rose bristled, her eyes narrowing dangerously, "Excuse me? No one dissects rats in school anymore. They haven't done that in years. Where are you from the dark ages?"

"Anyway," the Doctor interjected loudly before either woman could say anything else, "Moving on," Sarah Jane and Rose both crossed their arms over their chests unhappily, "Everything started when Mr. Finch arrived. We should go and check his office," he tossed the vacuumed packed rat he'd still been holding at Mickey, before he made for the door. Sophie and Mickey moved to follow, the boy dropping the rat he'd caught with a grimace of disgust. Rose and Sarah Jane shot each other one last dirty look before they made to join the others out in the corridor.

"I don't mean to be rude or anything," Rose began as they walked down the dark corridor, "But who exactly are you?" she asked the older woman.

"Sarah Jane Smith," Sarah Jane replied, "I used to travel with the Doctor."

Sophie blinked and then smiled rather brightly, her confused expression from earlier turning curious and she made to say something only for Rose to speak before she could, "Oh!" the bond said as she turned away from the older woman, "Well, he's never mentioned you," she informed her, trying her best to sound offhanded, and failing.

"Oh, I must have done!" the Doctor exclaimed a bit hurriedly as he tugged uncomfortably at his ear as Sarah Jane looked back at him in shock, "Sarah Jane. Mention her all the time."

"Hold on…" Rose paused, pretending to think about it for a short moment turning back to the older woman, "Sorry… Never," she taunted, before she pulled ahead and Sophie stared after her with confused eyes once again.

"What, not even once?" Sarah Jane asked rather hurt as she moved quickly after Rose, "He didn't mention me even once?"

Mickey chuckled grinning rather amused at the Doctor's predicament. He clapped him on the shoulder, "Ho, ho, mate," he said cheerily, "Talk about up the creek without a paddle," he chortled a bit as he moved past the Doctor and Sophie.

The Doctor sighed and tugged at his ear again… this really wasn't turning out how he had been hoping it would. He glanced over at Sophie who was standing beside him, blinking down the corridor with another frown scrunching her brow, one of many that he'd seen on her face tonight. He tugged his ear again as they began moving down the corridor after the others that were just up ahead of them, "What's on your mind, Sparks?"

Sophie glanced over at him, opened her mouth, fingers twisting about the ends of her hair as she hesitated. She closed her mouth again and looked away, "Just um… wondering what those rats were doing in the Math's department, is all."

The Doctor frowned lightly as he continued to eye her. She was lying… he tugged at his ear again, before deciding to let it go, for now, as he nodded and let out a thoughtful hum, "It is a bit strange, isn't it?"

Sophie nodded her agreement, her fingers tugging at the strands she was unconsciously curling about her fingers. Her hair pulling against her scalp made her blink and grimace as she realized what she was doing and she swiftly untangled her fingers.

The Doctor hummed lowly still eyeing her, _'Yep – definitely lying…'_ he thought as she glanced over at him.

They arrived outside the Headmaster's office and the Doctor pulled out his sonic screwdriver and buzzed it at the lock, "Maybe those rats were food," he suggested as he glanced over at Sophie and the curly haired brunette hummed pensively.

"Food for what?" Rose asked curiously.

"Well, there aren't any school pets that get fed rats – or any school pets at all," Sophie murmured lowly, her nose scrunching as she thought about the implications of the carefully vacuum packed rats being a food source.

The Doctor opened the office door and peered inside, his curious gaze was drawn upwards as strange sounds came from the direction of the ceiling and his eyes widened as he stared up at the creatures that were hanging from the ceiling, "Rose… you know you used to think all the teachers slept in the school…? Well… they do…" the Doctor murmured and the others peered up towards the ceiling their eyes widening in shock at the large people sized batlike creatures that were hanging upside down from the ceiling.

"No way!" Mickey gasped, gaping at them for a brief moment before he turned on his heel and dashed back down the corridor as fast as he could.

Sophie swallowed as she stared up at the large sleeping batlike creatures, "Next," she began her voice barely above a whisper as Rose and Sarah Jane took off after Mickey, "You'll tell me that my old school cook really was trying to poison the students with her vegetable stew," she muttered a little weakly as she slowly backed away from the door to the office.

She turned and started off down the corridor at a quick pace as the Doctor shut the door with a soft click, and behind the closed door one of the large batlike creatures eyes snapped open and screeched.

The sound went unnoticed, as the Doctor had turned and hurried off down the corridor the moment he softly closed the door. He swiftly caught up to Sophie and almost automatically took her hand in his own as he began to overtake her as they raced after the others.

 ***O*O*O***

Mickey burst out of the doors first, Rose racing out of them in the next moment followed closely by Sarah Jane, then Sophie and the Doctor.

"I'm not going back in there!" Mickey declared as he tried to calm his breathing, "No way!" he shook his head adamantly.

"Those were teachers!" Rose exclaimed loudly, breathing a bit heavily from the long run.

"When Finch arrived, he brought with him seven new teachers, four dinner ladies and a nurse," the Doctor listed off all the new staff, "Thirteen. Thirteen big bat people. Come on," he turned to walk back into the school.

"Come on?" Mickey protested staring at the Doctor wide eyed, "You've got to be kidding!" he exclaimed with a shake of his head.

"They're asleep Mickey," Sophie murmured with what she hoped was a reassuring smile, "The big bat people are sleep. You saw them… there all in the Headmaster's office. We don't even have to go near it to reach the Tardis," she reminded him. The Doctor having piloted the Tardis directly into the school, materializing the beautiful ship into a maintenance closet inside the school.

Mickey however still looked dubious, still rather freaked out by the unexpected sight of the big bat people that were sleeping in the Headmasters office, "But…"

"I need the Tardis," the Doctor interjected, "I've got to analyse that oil from the kitchen," he explained.

"I might be able to help you there," Sarah Jane said with an excited grin, "I've got something to show you!" she exclaimed as she grabbed the Doctor's arm leading him towards the carpark. Sophie blinked and followed curiously, whilst Rose closed her eyes in irritation for a moment her lips pursing the with emotion as she fell into step with Mickey, who was following with a large amount of relief that they were moving away from the school building instead of towards it like the Doctor had originally been intending.

Sarah Jane led them directly to her car and immediately popped the boot grinning widely the entire time.

The Doctor blinked down at the bulky object that was taking up space in the boot and covered protectively by a green plaid blanket. He pulled the blanket away and beamed a delighted grin, "K9!" he exclaimed ecstatically as he stared down at the robotic dog, "Sophie Connolly, Rose Tyler, Mickey Smith, allow me to introduce K9… well K9 Mark III to be precise."

Sophie smiled and took a curious step closer to get a better look at the robotic dog, whilst Rose remained where she was beside Mickey, staring distinctly unimpressed with it, "Why does he look so… disco?" the blond asked.

"Oi!" the Doctor protested shooting her an offended look, "Listen in the year five thousand, this was cutting edge!"

Sophie stared at Rose for a moment, wondering again just what was up with her… before she turned her gaze away her gaze glancing over the frowning Sarah Jane, before her gaze landed on K9 again, "I think he looks cute," she murmured and the Doctor shot her a quick fond smile before he returned his attention to K9. Sarah Jane pulled her irritated gaze from Rose to smile lightly at Sophie for the compliment to her dog.

Rose frowned harder at that, her shoulders stiffening and she turned away from them with rising irritation at the sight of _her_ big sister bonding with Sarah Jane. She stalked a couple of paces away as she sucked in a deep breath to try and keep from exploding. Mickey eyed her a bit nervously, fidgeting away ever so slightly.

"What's happened to him?" the Doctor asked glancing at Sarah Jane.

Sarah Jane shrugged sadly, "Oh, one day, he just… nothing!" she sighed looking down at her dog with sad eyes.

"Well, didn't you try to get him repaired?" the Doctor asked a bit incredulously, his gaze returning to K9, taking in the rust that was beginning to set in. His poor dog!

"Well, it's not like getting parts for a Mini Metro," Sarah Jane replied a bit helplessly, "Besides, the technology inside him could rewrite human science. I couldn't show him to anyone!"

"Ooh," the Doctor cooed as he began to pat K9, "What's the nasty lady done to you, eh?"

Sophie smiled sharing a small look with Sarah Jane, before the older woman unable to help herself shot Rose who was glowering over at them a look that could only be described as smugly triumphant. Sophie sighed lowly as she eyed Rose again, the blond stalking a few steps away from them, completely confused as to what had set her off now… they were just saying hello to K9… wasn't this a happy moment. She glanced back over at the Doctor who was till happily cooing over K9 stroking the top of his head and scratching behind his ears… it was cute and happy… nothing to be pissed off about…

Sophie's attention was drawn away from the blond and she scanned the night for a moment with a frown… she could have sworn she felt eyes on her… unfriendly ones… but it had only been for a moment before the feeling had gone again… she was distracted when Rose who couldn't contain her aggravation anymore broke her silence as she spun back around to look at them, her annoyed eyes focusing on the Doctor's back, "Look, no offence," she bit out from between clenched teeth, "But could you two stop petting for a minute? Never mind the tin dog, we're busy!" she reminded them tersely.

"Rosie," Sophie murmured cautiously, drawing the blonde's irritated gaze to her briefly only for the blonde's attention to return to the Doctor as he spoke.

"She's right," he sighed ignoring the blonde's tone and Rose shot Sarah Jane a triumphant look this time and Sarah Jane glanced away from her crossing her arms over her chest, her lips pursing, "We gotta fix K9," he nodded and forced himself to close the boot, grinning one last time at the robotic dog before he did.

Rose scowled, "That wasn't exactly what I had in mind," she grumped under her breath but even so, she trudged towards the car the others were clambering into.

None of them noticing the large person sized bat as it flew across the sky following after the car as it pulled out onto the road.

 ***O*O*O***

Mickey, Rose and Sophie stood at the counter as a woman went about preparing the serving of chips the blond had ordered for them. Mickey hummed happily under his breath, much to the still rather annoyed Rose's irritation… the happy sound grating on her already frayed nerves.

"You see," Mickey broke his silence unable to keep himself from needling Rose a little despite her temper, "What's impressive is that it's been nearly an hour since we met her and I still haven't said I told you so."

"I'm not listening to this," Rose retorted as she began tapping her foot impatiently shooting him a warning look, she was in no mood!

"Although," Mickey continued ignoring Rose's warning, "I have prepared a little I was right dance that I can show you later."

Sophie glanced over at him confused for what felt like the hundredth time that night, "What's wrong with having met Sarah Jane?"

"Nothing," Mickey assured her with a grin, "I just like being right is all," he told her, plus he always enjoyed needling Rose when she was angry… well, at least when she wasn't angry at him.

"Two quid, love," the woman who'd taken Rose's order told her as she held out her free hand, and Rose dropped the correct coinage into her hand before taking the chips from her, shooting another warning look at Mickey.

"All this time," Mickey carried on, feeling quite safe to do so now that Rose had calm ever so slightly with the prospect of food, "She's been giving me the 'he's different!'" he nodded over at Rose, "When the truth is, he's just like any other bloke," Mickey's grin faltered slightly as Sophie blinked at him completely confused. He scratched at his head, "You know he…" he trailed, a small 'oof' escaping him as Rose's elbow connected with his side.

She'd warned him that she wasn't in the mood! Rose 'Hmmphed' at him with a glower, "Don't listen to him," she told Sophie stiffly, "He doesn't know what he's talking about – full of bleedin' rubbish he is!" she stuffed a chip into her mouth and she practically threw herself down into a seat at a table a distance away from the Doctor and Sarah Jane, chomping down on the tasty fried potatoes almost viciously.

Sophie joined her at the table her expression puzzled as she eyed the two of them as Mickey sat down with them too, before she glanced over at the obviously happy Doctor as he worked on K9 and chatted with Sarah Jane and her lips quirked up into a small smile rather happy that he was happy and enjoying himself. She turned her eyes away from them and settled it back on the two she was sitting with, her gaze focusing on the agitated Rose, "I don't understand, what's bothering you about Sarah Jane," she murmured softly.

Rose sniffed a bit, "And I don't understand how you can be so calm about her," she retorted a bit sharply.

Sophie frowned at the blond, "Why shouldn't I be?" she then blinked as Rose's head hit the table with a dull 'thunk'

' _Jack!'_ Rose bemoaned as she pressed her forehead against the surface of the table, _'I need Jack! Jack would… this seriously isn't funny anymore!'_ she thought with frustrated irritation, she really wasn't in the mood! She felt Mickey's hand condescendingly patting her head and she gritted her teeth as she batted his hand away with an irritated swipe, before she lifted her head to look over at Sophie who was staring at her in a mixture of concern and confusion, "Never mind – just never mind, ya Space Cadet," she muttered with a shake of her head, before she stuffed another chip in her mouth.

Mickey grimaced a little as he watched Rose stuff yet another chip into her mouth, "Go easy on the chips will ya?" in grumpy irritated defiance Rose stuffed another chip into her still half full mouth and chewed loudly.

Sophie sighed lowly, her expression a bit downcast as she rested an elbow on top of the table and propped her chin against her hand, drumming her fingers against her cheek lightly as she stared at a mark on the table.

 ***O*O*O***

From where he was standing on a rooftop across the road from the coffee shop, Mr. Finch peered inside at the group of five.

"Come to me," he called, "Come to me," and another person sized batlike creature swooped down towards him. It landed beside him on the roof and together they watched, waited and listened, gathering knowledge.

 ***O*O*O***

"I thought of you on Christmas Day," Sarah Jane told him, "This Christmas just gone? Great big spaceship overhead. I thought, 'Oh yeah. Bet he's up there'."

"Right on top of it, yeah," the Doctor agreed as he fiddled with a few of K9's wires.

"Alone?" Sarah Jane asked probingly, even as her voice quieted cautiously, not sure if she really wanted to hear the answer… but needing to know.

The Doctor shook his head, "Sophie and Rose where there too," he told her glancing over at the table they were sitting at with a small smile, only for it to falter slightly at the downcast expression on Sophie's face as she eyed the table, his gaze shifted to the brooding Rose and then to the somewhat sheepish looking Mickey and his brow furrowed slightly.

Sarah Jane watched him with sad eyes as he looked back down at the wires he was working on, his brow furrowed now. She glanced over at the table he'd been looking in taking in the situation over there briefly before she turned back to the Doctor, her eyes still sad as her heart ached in her chest, "Did I do something wrong?" she asked and the Doctor stopped fiddling looked up at her, "Because you never came back for me. You just… dumped me," she said her voice flat now as decades old pain flared.

"I told you," he almost mumbled, "I was called back home and in those days humans weren't allowed."

"I waited for you," Sarah Jane told him her tone almost accusing, "I missed you," she said her tone softer sadder.

"Oh, you didn't need me! You were getting on with your life," he replied with a smile trying to lighten the mood between them, before he glanced back down at what he was doing.

"You were my life," Sarah Jane corrected and the Doctor looked back up at her again, "You know what the most difficult thing was?" she asked softly, "Coping with what happens next, and with what doesn't happen next," she told him, "You took me to the furthest reaches of the galaxy, you showed me supernovas, intergalactic battles, and then you just dropped me back on Earth," she gazed at him a bit sharply, "How could anything compare to that?"

The Doctor frowned at her, "All those things you saw, do you want me to apologize for that?" he asked a bit stiffly.

"No," Sarah Jane responded, "But we get a taste of the splendour… and then we have to go back," she murmured a little bitterly glancing down for a moment.

"Look at you," the Doctor smiled at her, "You're investigating. You found that school. You're doing what we always did."

"You could have come back," Sarah Jane insisted sadly.

The Doctor's smiled dropped, his face darkening with pain, "I couldn't," he murmured quietly and looked away.

"Why not?" Sarah Jane whispered.

The Doctor didn't answer – couldn't answer and so he dropped his gaze switching his sonic back on and continued working on repairing K9.

Sarah Jane took in the despairing expression on his face and shook her head at herself and took a breath, before she attempted a small smile as she commented almost offhandedly, "It wasn't Croydon. Where you dropped me off, that wasn't Croydon," she elaborated as the Doctor lifted his gaze to her again.

He blinked at her, "Where was it?"

"Aberdeen," she replied irritably levelling a look on him.

The Doctor's eyes widened in realization, "Right…" he glanced away as he paused in thought, before looking over at her again, "That's next to Croydon, isn't it?"

Sarah Jane had to smile as she shook her head in amusement, the Doctor buzzed his sonic screwdriver again. There was a whirring sound from the robotic dog a second before he sprang to life.

"Oh, hey! Now we're in business!" he cheered as he leapt to his feet and Sophie, Rose and Mickey looked over at them.

"Master!" K9 greeted tinnily.

The Doctor beamed ecstatically, "He recognizes me!"

"Affirmative," K9 replied.

"Rose, give us the oil," he said excitedly holding out a hand for it.

Rose frowned still rather irritated, she tugged it out of her pocket, "You take it," she muttered petulantly and practically slapped the jar into Sophie's gloved hand, before crossing her arms over her chest.

Sophie blinked and frowned at Rose for a moment, rather surprised and still confused by her ill-temperedness… she was acting like a brat and she still had no idea why, "Ok…" she muttered lowly and got up from her seat small jar of oil clutch in hand. She shrugged a little helplessly at the Doctor who pulled his gaze from Rose to look at her, his brow furrowed, and he sighed scratching at the back of his head for a moment.

Sophie tangled her free hand into the ends of her hair as she placed the small jar into the Doctor's waiting hand. Rose stared at them petulantly from where she was still sitting at the table with Mickey, "I wouldn't touch it, though," she spoke up tersely as the Doctor opened the jar and moved to stick his finger directly into the oil she'd collected, "That dinner lady got all scorched," she reminded him.

The Doctor glanced over at her, resisting the urge to sigh again at the petulant expression on her face, "I'm no dinner lady," he replied a bit shortly his patience with it wearing a bit thin. He glanced away from her again, his tone lightening, "And I don't often say that," he stuck his finger inside and Sophie let out a small breath of relief when he didn't cry out in pain, some of the tension she'd been carrying in her shoulders loosening.

K9 stuck out a sensor as the Doctor turned to him and he smeared some of the oil coating his finger onto the small plunger shaped end of the sensor. The sensor descended back into K9's body, "Here we go," he murmured as he crossed his arms over his chest as he waited expectantly, "Come on, boy. Here we go."

A beep sounded from K9 and lights flashed as it registered the substance. Sophie shifted a little so that she could see a little better from where she was standing, having to peer around the Doctor a bit, her blue eyes wide with awe and curiosity.

"Oil. Ex-ex-ex-extract, ana, an…analysing…" K9 announced with difficulty.

Mickey grinned amused and delighted, "Listen to it, man! That's a voice!" he chortled lightly.

"Careful!" Sarah Jane pointed a finger at him warningly, "That's my dog!" and Mickey smiled at her sheepishly. Rose frowned at him in annoyance, before she huffed out a breath that went ignored for the most part.

"Confirmation of analysis. Substance is Krillitane Oil," K9 tinning voice announced the words coming a bit easier this time.

The Doctor's eyes widened in shock, "They're Krillitanes," he breathed.

Sophie pulled her eyes away from K9 to look over at him questioningly, "And that's how bad, exactly?"

The Doctor glanced over at her, "Very," he murmured, "Think of how bad things could possibly be, and add another suitcase full of bad," and Sophie did exactly that and shivered a little, before she nodded her understanding.

Rose whose curiosity had gotten the better of her petulance stood and shifted a bit closer and opened her mouth to ask a question, only for Sarah Jane to beat her to it… practically taking the words out of her mouth, "And what are Krillitanes?"

Rose glowered at the older woman who was staring at the Doctor seemingly unaware that she'd cut her off. The blond crossed her arms in a huff once again, but shifted her gaze to the Doctor too as he began to answer the question.

"They're a composite race. Just like your culture is a mixture of traditions from all sorts of countries," he began to explain, "People you've invaded or have been invaded by, you've got bits," he started to talk faster and faster, "Bits of Viking, bits of France, bits of whatever… the Krillitanes are the same. An amalgam of the races they've conquered. But they take physical aspects as well. They cherry pick the best bits from the people they destroy," his speech slowed slightly as he glanced at each person in turn, "That's why I didn't recognize them. The last time I saw Krillitanes, they looked just like us except they had really long necks."

"What are they doing here?" Rose asked, simultaneously shooting Sarah Jane a triumphant look at having gotten in ahead of her this time. Sarah Jane merely blinked at her in response however, something that had the blond gritting her teeth.

"It's the children," the Doctor replied with horrified realization at just how much danger the children where in, "They're doing something to the children."

Sophie nodded letting out a quiet sigh, "I was afraid you were going to say that," she murmured lowly, it went a long way in explaining the strange behaviour they'd been exhibiting… the question now was what a conquering species wanted with school children…? Sophie's hand tangled into the ends of her hair again, she really didn't think she'd like the answer when they found it.

The Doctor turned to Sophie, "You sure you couldn't see anything out of the ordinary in the extra class lab?"

Sophie nodded, "Everything looked normal, but I couldn't get in," she reminded him and the Doctor nodded frowning in thought wishing that they'd had time to check out the lab before they'd booked it out of the school.

Mickey saw the look on the Doctor's face and groaned, "We're going back to the school, aren't we?"

"You can stay behind if you like – no one's forcing you," the Doctor replied.

Mickey frowned, "Well, I didn't say that…" he muttered glancing away from the Doctor, he just really didn't fancy having a run in with one of those large freaky people sized bat creatures – Krillitanes at night...

 ***O*O*O***

The Doctor looked after Sarah Jane Mickey and Sophie as the three hefted K9 between them as they headed back to Sarah Jane's car. He grimaced however, as he felt Rose's gaze boring into his back and he swiftly started to move about faster, to get himself organized, so that he could head out the door after them…

Whatever it was that Rose wanted to say… he didn't want to deal with it… didn't want to deal with it at all… and if there was any possible way that he could avoid it, he would! And so he moved quickly, gathering his things, all the while feeling Rose's angry stare on his back, prompting him to move faster still, which of course meant that he started fumbling about…

He glared at his hands, silently urging them to behave and do as he was telling them… he seriously didn't want a bar of whatever issue the blond was having with Sarah Jane and vice versa. They could sort it out themselves! He wasn't getting involved… nope, nadda… zilch!

' _Nooo! Stop dropping things!'_ he internally wailed as his sonic screwdriver clattered to the table instead of smoothly sliding into his jacket pocket, _'Don't do this to me!'_ he pleaded with it… in that moment feeling that the universe was mocking him in his current predicament.

 ***O*O*O***

"So, what's the deal with the tin dog?" Mickey asked as they finished returning K9 to the boot of Sarah Jane's car.

"The Doctor likes travelling with an entourage," Sarah Jane explained softly as she leaned against the car door looking at Mickey and Sophie as they both stared at her inquisitively, "Sometimes they're humans, sometimes they're aliens, and sometimes they're tin dogs," she focused her gaze on Mickey, "What about you? Where do you fit in the picture?"

"Me?" Mickey smiled at her rather proudly, "I'm their Man in Havana. I'm the technical support. I'm…" he trailed his expression falling in realization and he slumped despondently, "Oh, my God. I'm the tin dog."

Sarah Jane patted him sympathetically on the arm as she smiled with amusement. Sophie blinked at him, "You are?" Mickey nodded with a small grimace, "I don't think so."

Mickey sighed, "Thanks Soph, but that's exactly what I am," he muttered with a despondent sigh as he frowned.

 ***O*O*O***

The Doctor pushed open the café door and stepped out into the night air, a sense of relief filling him at having managed to escape the café… it was a relief that was short lived however as Rose pushed through the door next moving after him, "How many of us have there been travelling with you?" she demanded to know.

"Does it matter?" the Doctor retorted still walking, carrying the hope that he could still escape the conversation Rose evidently wanted to have.

"Yeah, it does," Rose insisted stubbornly, "If Soph and I are just the latest in a long line."

The Doctor paused in his stride and spun to face her, "As opposed to what?" he asked angry and hurt now.

"I thought you, Soph and me were…" Rose trailed for a moment, "But I obviously got it wrong. I've been to the year five billion, right, but this… now this is really seeing the future," she couldn't stop herself from sniffling a bit as her eyes pricked hotly with tears that wanted to well. She blinked them back as she continued to stare at the Doctor, her eyes a mixture of angry, sad and afraid, "You just leave us behind. Is that what you're going to do to me?"

"No," the Doctor responded shortly, "Not to you."

Rose glared, not believing him, "Not to me, or not to Soph?"

The Doctor stilled and glanced over at Sophie who was talking amicably with Sarah Jane and Mickey. He swallowed tearing his gaze away to return it to Rose who was staring at him furiously, "Not to either of you," he attempted to assure her.

Rose scoffed and crossed her arms over her chest as she continued to glare at him, "Right," she said with disbelief, "You were that close to Sarah Jane once, but you left her, and now you don't even mention her…" she trailed again shivering a little, she really didn't want that happening to her, she couldn't stand the idea of it… someone she considered family never mentioning her again like she never existed to them in the first place. She squeezed her eyes shut against the hot press of tears that were still pricking against the back of her eyes.

"Rose…" the Doctor tried stepping a bit closer, his anger fading to concern as he took in her obvious pain.

"No!" Rose's eyes shot open and she pointed a stubborn, angry finger at him, the digit trembling slightly, "I'm not done talking!"

The Doctor blinked at the finger that was aimed at him and then looked back to Rose, waiting for her to continue.

The blond lowered her arm, crossing it back across her chest protectively as she continued to glower focusing on her frustration and anger, rather than her pain – her fear, she took a breath, "What are you doing Doctor?"

The Doctor blinked confused by the question… a sinking feeling in his chest that the blond was now changing the subject, "Well, we're going to be heading back to the school… should be doing that now…"

Rose shook her head with irritation, "With Sophie, Doctor. What are you doing with her?" she clarified, staring at him intently.

"Rose," the Doctor tried again, warningly this time.

The blond however, blatantly ignored it as she cut him off again, "Cos, you still haven't told her that that kiss wasn't a 'goodbye kiss' that it actually meant something so much more."

"This isn't any of your business," the Doctor warned again shifting uncomfortably as he crossed his arms, hiding his hands that were clenching into fists.

"And yet," she carried on completely ignoring his warning once again determined to get some answers from him, "In the cafeteria you warned off that David bloke just like a jealous boyfriend would."

The Doctor scowled at her, "I wasn't acting like a jealous boyfriend… something's going on in that school and who knows what part that pretty boy Davey is playing in it."

Rose snorted in disbelief and rolled her eyes, "Oh please, we both know for a fact that David isn't one of the staff brought in by Finch," and the Doctor shrugged unable to say anything in response, knowing that she was right, "And if not a jealous boyfriend, you were making it clear that she was off limits… something you wouldn't have to worry about if you'd just let Sophie know how you feel about her."

The Doctor shook his head as he glanced over at the brunette rather relieved that she was too far away to be able to hear what they were talking about, "She's not ready…" he murmured a bit lamely, the excuse sounded a little weak in his ears.

Rose eyed him a bit sceptically for a moment, before she sighed out a small breath, "Maybe she isn't…" she conceded reluctantly, but still pinned him with a hard look, "But I get the feeling that this is more to do with you, than it is to do with her not being ready," she stated with confidence.

The Doctor stared at Rose with growing resignation as he took in her stubborn, determined expression, "I don't age," he murmured softly, "I regenerate," he reminded her and Rose frowned a little, "But humans, humans decay… you wither and you die," his gaze shifted to Sophie again her back to them still, his eyes sad, "Imagine watching that happen to someone you…" he trailed and tore his gaze from Sophie to look at Rose once again.

"You'd have years with her," Rose spoke quietly this time, some of the wind taken out of her sails, "Years… decades."

The Doctor's fists hands tightened and his hearts clenched in his chest, his gaze going to Sophie again all too aware of just how much time he could have with her… where she could be his and he could be hers… before time took her away from him, and there'd be nothing he could do about it. He tore his eyes away from petite brunette again, their brown depths pained and turbulent as he turned his gaze back to Rose, "Then I'd have to live on…" he swallowed, "Alone. That's the curse of the Time Lords."

Before Rose could respond there was a loud shrill screech came from the roof top, distracting the two from their conversation and catching the attention of the three that were by Sarah Jane's car "Time Lord!" Mr. Finch hissed. The Krillitane on the roof screeched and swooped through the air, diving towards them, they ducked, but the Krillitane merely swept through the air above them before soaring off into the night with another angry screech.

"Was that a Krillitane?" Sarah Jane asked as she Sophie and Mickey hurried over to Rose and the Doctor.

"But it didn't even touch her," Rose gasped wide-eyed, "It just flew off. What did it do that for?" she asked surprised that it hadn't made more of an effort to harm them as they all watched it fly off.

"Well, we can't go to the school now," Mickey said after a moment of silence, and the Doctor shot him a somewhat irritated look, but had to concede that the boy was right, it would be a bad idea to try and go back to the school now…

 ***O*O*O***

Sophie stared at Rose, her hair hanging damply about her shoulders, as she watched the blond dry her hair with a towel as she sat on the queen-sized bed that they would be sharing tonight. Sarah Jane having offered to allow them to stay at her place for the night seeing as the Tardis was in a maintenance closet at the high school.

"So, you're just going to stay in here?" Sophie murmured with a slightly furrowed brow.

Rose nodded, "Yep," she confirmed shortly, her hands manoeuvring the towel over her hair, squeezing out some more of the excess water from her shower.

Sophie blinked at her, before she sighed, the blondes temper having darkened all over again from the moment the Doctor had accepted Sarah Jane's offer, "…Ok," she muttered with a confused scrunch to her brow.

' _Rosie, why are you behaving like such a brat?'_ she thought as she stared at the petulant blond a moment longer before she turned and quietly opened the door to the bedroom and stepped out into the brightly lit corridor.

The moment the door quietly clicked closed behind Sophie, Rose sighed heavily, her hands pausing in their work briefly, before she threw the towel into a wet heap onto the carpet floor, before falling back against the mattress to stare moodily up at the ceiling.

 ***O*O*O***

Sophie stepped out of the corridor and moved a few steps further heading towards where she could hear someone puttering about.

Sarah Jane glanced over at her from where she was in the kitchen, "I'm making tea, if you're interested?"

Sophie nodded moving towards the kitchen bench, "Please," she murmured as she leant against the bench.

"How do you take it?"

"One and a half, black," Sophie murmured in response and Sarah Jane nodded and a few moments later they both had their hands wrapped about a steaming mug of tea.

Sarah Jane observed the younger brunette from over the top of her mug, "Have you been travelling with the Doctor long?"

Sophie blinked, her expression turning a bit thoughtful, "Um… not sure exactly," she admitted and Sarah Jane nodded in understanding, "But, it's been a little while now…"

"And Rose?" Sarah Jane asked next, her expression tightening a little.

"We started travelling at the same time," Sophie replied brightly smiling a little at the memory, "He blew up our job… well, the top floor of it anyway."

"I see…" Sarah Jane murmured a bit stiffly, before she took a sip of her tea, eyeing Sophie once again, "And you and Rose… you two get along…?" she asked rather doubtful that that would be the case.

Sophie nodded surprising the older woman, "Yeah, we do. Couldn't picture life on the Tardis without her," she said with a fond smile, before she grimaced lightly, "She's uh, she's not always so…" she trailed, "Well, she…" Sophie trailed again with another grimace not wanting to say 'brat' but it was the word on the tip of her tongue. So instead took a sip of her tea.

Sarah Jane looked away grimacing herself as she acknowledged at least to herself that she hadn't been acting too much better either… she cleared her throat, "And Christmas?" Sophie glanced over at her again grateful for the change in subject, "With the big spaceship over London," Sarah Jane clarified, "What was that about?"

"Oh, that was an attempted invasion," Sophie began her explanation, her eyes lowering for a moment as she recalled just how stressful that Christmas had been...

 ***O*O*O***

There was a knock on the bedroom door and Rose glanced towards it, "Yeah…" she muttered lowly half hoping that the person on the other side wouldn't hear and just go away, but it wasn't to be as the door opened and the Doctor poked his head in briefly before stepping completely into the room, the door clicking shut behind him.

Rose blinked slightly surprised, not having expected him at all and sat up as she eyed him a touch sulkily, "Doctor?"

The Doctor tugged at his ear uncomfortably, "Good shower?" he asked and internally winced at himself… that wasn't what he'd wanted to say, but he supposed it was a start…

Rose however, rolled her eyes with irritation, "What do you want?" she asked flatly as she frowned at him.

The Doctor sighed lowly at her tone and petulant stare, he'd been hoping that after a shower she'd be in a somewhat better mood… but no such luck it seemed. He scratched at the back of his head, "I just wanted to make sure that you weren't going to say anything to Sparks…"

Rose stared at him mutinously for a moment, before she sighed, "I won't…" she muttered, "You're right, it's none of my business anyway," she huffed.

The Doctor breathed a sigh of relief, a small amount of tension falling from his shoulders, "Good," he breathed and moved to turn for the door, more than ready to leave Rose to her sulking.

"Someone else is going to snatch her up ya know," Rose spoke again, causing the Doctor to freeze his back to her, "If you don't do something – someone else eventually will," she warned, "If you're really ok with that, then _fine_ ," she huffed with a scowl, hating the idea herself… not when she really believed that the Doctor and Sophie were so cute together… and could be so happy together if they just got their act together… "But if you're not – then just… just grab her and plant another one on her and this time make sure she can't mistake it for a goodbye kiss!"

The Doctor swallowed, his teeth gritted, "You done?" he asked, his voice quiet, his expression tight as he frowned darkly at the door.

"Yeah, I'm done," Rose retorted and stared after him as the Doctor opened the door and left without a backwards glance, the door clicking closed behind him.

The Doctor stood outside the door for a second, sucking in a deep calming breath and letting it out slowly, before he turned and made his way down the corridor heading towards the living area, where he could hear the low sounds of Sarah Jane and Sophie as they spoke, their tones light and friendly much to his relief… the last thing he wanted was for Sophie and Sarah Jane to start not getting along… it was bad enough with Rose and Sarah Jane sniping at each other.

"Hey," the Doctor greeted as he stepped around a corner and into the living area, his gaze landing on Sarah Jane and Sophie as they sat together on a sofa, "What are you two talking about?"

Sophie beamed a grin, "Sarah Jane was just telling me about some of the adventures you guys got up to together."

The Doctor grinned, moving to join them, "Brilliant!" he exclaimed brightly as he settled himself onto the sofa with them.

 ***O*O*O***

Fresh from his own shower and feeling much better for it, Mickey entered the spare bedroom that Rose and Sophie were sharing that night, not at all surprised to see her sitting by herself in the room, "Figured you'd be in here," he commented lightly as he crossed the room and settled himself comfortably onto the bed beside her, reclining back against it.

"Did you," Rose replied a bit stiffly as she flipped a page of the magazine she'd scrounged up to occupy herself with.

Mickey nudged her a bit, "Yeah, I did… you're not exactly hard to predict, not for me anyway. Known each other way to long for that," he fell silent and glanced about the room they were in, fingers tapping against hip, before he turned his gaze back to the blond, "You really gonna stay in here all night?"

Rose nodded in response turning a page in the magazine more forcefully then necessary and Mickey sighed, "Right, I'd best settle in then," he murmured shifting to get a bit more comfy on the bed.

Rose blinked and then glanced over at him, "Your planning on staying in here with me?" she asked a bit surprised, but grateful for the company despite the fact that she knew beyond a doubt that she was hard to deal with when she was like this… especially when she couldn't seem to get herself to stop.

Mickey shrugged and smoothed a hand over the duvet, "Well, yeah…" and Rose smiled before she looked back at her magazine and Mickey turned over onto his back to stare up at the ceiling, his gaze slightly troubled as he couldn't help but wish that things were like how they used to be between the two of them… but they weren't – there was a distance now… and he hated it.

He really, really did.

 ***O*O*O***

Sophie sat on the stairs of the front porch staring up at the night sky, trying to just bask in how beautiful the clear night sky was… but still, she couldn't stop the loud exasperated sigh that escaped her.

"That was a heavy sigh," the Doctor commented from behind her.

Sophie angled herself so that she could look behind her to see the Doctor in the doorway, certain that he hadn't been there a moment ago. She shrugged a little, before she turned back, looking back up at the sky. She heard the Doctor step towards her and a moment later he was sitting on the stairs beside her.

"Sparks…" he began only for Sophie to cut in.

"It's a beautiful night," she murmured softly.

The Doctor nodded, "It is," he agreed and then nudged her lightly, "And you're out here brooding," Sophie turned her head to look at him her forehead scrunched into a frown. He reached up and poked her forehead gently, "That's not your confused frown."

Sophie blinked at him, "I have different frowns?"

The Doctor nodded, "Yep, there's your concentrating frown," he began to list them, "The confused one, the broody one, the you're angry one…" he trailed and gave her a look, "And that was a poor attempt at changing the subject, by the way."

"Like you do any better sometimes," Sophie muttered in response, a hand coming up to tangle in the ends of her hair.

The Doctor smiled a little, before sobering again as he eyed her, "Did you not want to talk about it?" he asked.

Sophie idly twirled the end of a lock around one of her gloved fingers, "There's not much to talk about to be honest – I just let my confusion frustrate me tonight…" she tugged lightly at the lock she had twirled around her finger, "Probably had something to do with being back in a high school," she admitted quietly, her expression slightly pensive and the two sat in silence for a long moment just sitting together.

"Come on," the Doctor bumped her shoulder with his own, before he stood, "It's getting chilly out here," he held and hand out to her, "And I'd hate for you to be sick for school tomorrow," he said with mock seriousness.

Sophie rolled her eyes at him, "Yes, Mr. Smith," she replied, voice laced with sarcasm and the Doctor chuckled as he helped her to her feet and they started for the door.

 ***O*O*O***

The next morning Sarah Jane drove them back to the school, the five of them getting out of the car just as the bell rang and the students that were still arriving hurried towards the school building. They slammed the car doors closed and started for the school, the Doctor paused as he turned towards them, "Rose and Sarah, you go to the Maths room. Crack open those computers, I need to see the hardware inside," he pulled his sonic screwdriver from his jacket pocket, "Here, you might need this." Rose and Sarah Jane both held out their hands for the sonic screwdriver and the Doctor handed it to Sarah Jane who was on his right.

He noticed Rose lower her hand a rather displeased look on her face as she shot a glower over at Sarah Jane who shot her a rather triumphant look in response. The Doctor inwardly sighed in exasperation as he turned from them… "Sparks, go with them," he told her before his expression turned a little apologetic as her eyes met his, _'And try and make sure they don't get uh… distracted,'_ he projected shooting a look towards Rose and Sarah Jane, the blond still glowering unhappily, before turning his gaze back to Sophie.

Sophie heaved a small sigh, but nodded, _'Fine,'_ she agreed a little resignedly, only for her lips to quirk up and her heart to do a slightly odd beat as he gave her a grateful smile, before he turned to Mickey.

"Mickey, surveillance. I want you outside," he stated.

"Just stand outside?" Mickey asked incredulously an unhappy frown furrowing his brow as the Doctor started to walk away, as much as he hadn't wanted to go back inside last night… he didn't want to be left outside now!

"Here, take these," Sarah Jane said and tossed him her keys with a smile, "You can keep K9 company."

"Don't forget to leave the window open a crack," the Doctor called back over his shoulder.

"But he's metal!" Mickey shouted with increasing incredulity.

"I didn't mean for him," the Doctor responded with a casualness that had Mickey frowning at his retreating back darkly.

Sophie sighed at the Doctor's intentional ribbing of Mickey and shot him a look, only to roll her eyes as the Doctor gave her one of his innocent 'who me' looks in response that was ruined by the amused smirk that was curling up his lips.

' _Foxy Git…'_ she internally sighed as shook her head.

"What're you gonna do?" Rose demanded to know as she eyed the Doctor through narrowed eyes as she glared at him petulantly.

"It's time I had a word with Mr. Finch," the Doctor answered grimly, determinedly ignoring the petulant glower, as they started up the steps to the main doors.

Mickey sighed as the doors closed behind them, "Yep, this is me… the tin bleedin' dog," he groused as he slowly turned around to make his way back to the car he'd only just gotten out of, with slumped shoulders and a frown.

 ***O*O*O***

Mr. Finch paused by a stairwell, feeling eyes on him. He looked up, his gaze landed on the Time Lord that had infiltrated his school. Their gazes clashed and Finches eyes hardened into a glare, before he turned his gaze away.

The Doctor stared coldly after the disguised Krillitane for a moment as he continued on his way, before he carried on up the staircase…

 ***O*O*O***

The Doctor opened the door to the swimming pool and stepped inside immediately seeing Mr. Finch standing on the opposite end of the body of water, "Who are you?" the Doctor asked as he came to a stop.

"My name is Brother Lassa," Mr. Finch responded, "And you?"

"The Doctor," the Time Lord eyed the disguised alien, "Since when did Krillitanes have wings?"

"It's been our form for nearly ten generations now. Our ancestors invaded Bessan," Mr. Finch explained, "The people there had some lovely wings. They made a million widows in one day, just imagine."

The Doctor's gaze cooled further, "And now you're shaped human."

Mr. Finch shrugged, "A personal favourite, that's all."

"And the others?"

"My brothers remain in bat form. What you see is a simple morphic illusion. Scratch the surface and the true Krillitane lies beneath," Mr. Finch replied as he started to slowly cross the distance between them, "And what of the Time Lords?" he asked as the Doctor started moving towards him to, crossing the length of the pool, "I always thought of you as such a pompous race," he continued, "Ancient, dusty senators, so frightened of change and… chaos. And of course, they're all but extinct. Only you. The last."

"This plan of yours, what is it?" the Doctor asked instead, refusing to let himself be baited into a reaction as he eyed the Krillitane.

The disguised Brother Lassa arched a brow at the Time Lord, "You don't know," he murmured, surprised and smugly satisfied all at once.

"That's why I'm asking," the Doctor replied stiffly as they came to stop in front of each other, eyeing each other coldly.

"Well, show me how clever you are. Work it out," Mr. FInch challenged the Time Lord with a smirk, before he moved to turn away from their stand-off.

"If I don't like it… then it will stop," the Doctor warned and the Krillitane paused and turned back to face him.

"Fascinating," Mr. Finch murmured as he eyed the Time Lord contemplatively, "Your people were peaceful to the point of indolence. You seem to be something new," he mused, "Would you declare war on us, Doctor?" he asked, his eyes narrowed as he regarded the Time Lord closely for a moment.

The Doctor glanced away staring at the water, "I'm so old now," he murmured quietly, "I used to have such mercy," he turned back to Mr. Finch staring at him, "You get one warning. That was it," he stated and then turned away as Mr. Finch looked away from him.

"But we're not even enemies," Mr. Finch called after the retreating Doctor making him pause, "Soon you will embrace us," he promised and the Doctor turned back to eye the Krillitane, "The next time we meet, you will join with me. I promise you," he remarked with confidence, before he walked past the Doctor a knowing smirk on his face.

The Doctor watched him go with suspicious eyes and a furrowed brow… the door closing quietly behind him.

 ***O*O*O***

Mickey wound down the window of Sarah Jane's car and folded his arms as he let out a sigh, bored out of his mind as he stared out the now open window, "Surveillance. If you ask me, it's just another way of saying 'go sit at the back of the class with the safety scissors and glitter'," he grumped and then glanced over at K9, who was switched off, his head poking through the gap between the two front seats.

He sighed despondently again, "That'd be me talking to a metal dog, then."

 ***O*O*O***

Sophie bit her lip as she peered out the computer labs door, watching to see if anyone was coming doing her best to ignore the heavy tension that was coming from the sulking Rose who'd thrown herself into a chair the moment they'd entered the room. She jumped slightly a moment later as a hand came down on a keyboard and she glanced over her shoulder to see Sarah Jane staring at the sonic screwdriver.

"It's not working!" Sarah Jane grumbled unhappily as she stared at the slender device that refused to even turn on for her.

Rose glanced over at Sophie and rolled her eyes, though she couldn't really hide the flash of smugness, she felt as she uncrossed her legs and got to her feet, not noticing how Sophie tangled a hand into the ends of her hair and shifted uncomfortably, hating the tension in the room as much as she was confused by it.

"Give it to me," Rose demanded snippily, practically snatching the sonic screwdriver from the older woman before moving to take Sarah Jane's spot beneath the desk.

"Used to work first time in my day," Sarah Jane commented musingly her gaze drifting to Sophie and she returned the small smile the younger brunette offered her.

"Well, things were a lot simpler back then," Rose sniped with annoyance as she switched the sonic screwdriver on its buzzing immediately filling the room as she pointed it at the back of the computer and Sophie sighed lowly tugging lightly at the ends of her hair as her brow furrowed in Rose's direction.

Sarah Jane leaned against the computer desk, eyeing the blond a bit carefully, "Rose, can I give you a bit of advice?" and Sophie blinked a little surprised at the sudden offer.

Rose straightened up with irritation glaring at Sarah Jane, "Just me?" she grumbled with irritation.

"Yes well, Sophie seems to be handling it just fine," Sarah Jane remarked her words unintentionally hurting the blond.

"I'm handling it just fine, thank you very much!" Rose growled with a sneer, "And I certainly don't feel threatened by you!" and Sophie grimaced as the room seemed to drop a couple of degrees as Rose's glower hardened further.

"Right… good," Sarah Jane replied eyeing the blond with clear disbelief, "Because I'm not interested in picking up where we left off."

"No?" Rose huffed sceptically still glowering, "With the big sad eyes and the robot dog? What else where you doing last night, but trying to muscle your way back in?" she exclaimed loudly.

"I was just saying how hard it was adjusting to life back on Earth…" Sarah Jane said defensively and Sophie looked from one to the other a bit anxiously.

"The thing is… when you two met they'd only just got rid of rationing. No wonder all that space stuff was a bit too much for ya," Rose said scathingly.

"I had no problem with space stuff," Sarah Jane replied with indigence stepping in towards the blond, "I saw things you wouldn't believe."

"Try me!" Rose challenged and Sophie released a small sigh, shifting awkwardly again before she quietly crept forward, her feet barely making a sound over the carpet not wanting to draw either woman's attention and if it was one thing she was good at, it was being quiet, the fingers tangled in her hair twisting around the strands harsher as the tension in the room rose higher and higher.

"Mummies," Sarah Jane shot at her.

"I've met ghosts," Rose rebutted.

"Robots. Lots of robots."

"Slitheen, in Downing Street," Sophie's gaze shifted from one to the other as she crept closer still, moving towards them.

"Daleks!"

Rose snorted smugly, "Met the Emperor," and was so caught up in outdoing Sarah Jane she didn't notice the sonic screwdriver being taken from her lax grip as Sophie slipped it from her hand.

"Anti-Matter monsters," Sarah Jane rebutted as Sophie quietly slipped under the desk flipping the switch and pointing it at the back of the computer, only to jerk her thumb off the switch at the loud whirring buzz, her head tilting slightly as she listened to see if she'd drawn the attention of the two angry squabbling women.

"Gas masked zombies," Rose shot back.

"Real living dinosaurs," Sarah Jane came back with.

Sophie let out a small sigh that was just a bit relieved. She eyed the sonic screwdriver and remembering what the Doctor had done once, she pressed a finger to her lips and quietly murmured a "Shh!" at it hoping that it'd work in making it buzz quieter like it had for him. She switched it back on and grimaced a little at how loud it still sounded, though, it might have been her imagination, but it seemed maybe a touch quieter than before…

"Real living werewolf!" Rose shouted.

"The Loch Ness Monster!" Sarah Jane shouted back.

Rose blinked, "…Seriously?" and Sarah Jane covered her mouth with her hands and shook her head. Rose laughed lightly and beneath the table Sophie blinked as the tension in the room seemed to ease all of a sudden and the tension she'd been carrying in her own shoulders eased as Rose spoke again without the venom of before, "Listen to us," Rose chuckled as she smiled with embarrassment, "Squabbling like a couple of 12 year old's."

Sarah Jane relaxed against the desk as she grimaced at the comparison, especially because she couldn't deny it. Rose glanced about the room and frowned, "Where'd the Space Cadet go?" she muttered.

"Down here," Came Sophie response and the two women glanced down towards the desk Sophie was underneath blinking.

"When did ya get down there?" Rose asked glancing down at her hands to realize that at some point the sonic screwdriver had been taken from her.

"Somewhere between 'Meeting the Emperor' and 'Anti-Matter monsters," Sophie replied as she continued to buzz the sonic at the back of the computer that for some reason wouldn't let the sonic screwdriver open it.

"Oh…" Rose muttered shifting uncomfortably glancing about the room again whilst Sarah Jane grimaced again feeling rather sheepish about getting into such a stupid argument. Rose glanced back over at Sarah Jane and smiled kindly just wanting to move on and put it behind them now, "With you, did the Doctor do that thing where he'd explain something at like, ninety miles per hour, and you'd go, 'what?' And he'd look at you like you'd just dribbled on your shirt?"

Sarah Jane grinned as she nodded, "All the time!" she laughed, "Does he still stroke bits of the Tardis?"

Rose grinned, "Yeah!" she pointed, "Yeah, he does. I'm like, 'do you two want to be alone'?"

Beneath the desk Sophie frowned in confusion as she continued to struggle to get the sonic screwdriver to open the back of the computer, "What's wrong with talking to the Tardis?" she murmured to herself and then blinked, her confusion deepening as Rose and Sarah Jane suddenly started laughing madly.

The petite brunette cautiously peeked out from under the desk eyeing the two women quizzically just as the door opened and the Doctor walked inside, "How's it going?" he asked grimly only to blink at the two as the pair just laughed harder.

He frowned in confusion, "What?" he asked only for Rose and Sarah Jane to point at him as they continued to laugh madly, "Listen, I need to find out what's programmed inside these…" the Doctor trailed completely confused as Rose and Sarah Jane flailed about as hysteria set in as they continued to laugh uncontrollably, "What?" he cried with bewilderment.

Sophie shook her head from where she was still crouched under the desk peering at the two hysterical women, "I honestly have no idea…" she muttered.

"Stop it!" the Doctor insisted only for Rose and Sarah Jane to sink to the floor as they continued to laugh tears of mirth rolling down their cheeks now.

The Doctor tugged at his ear mildly exasperated now along with completely confused, "Oh, never mind," he muttered, before he stepped over to Sophie crouching down beside her, "How's it going?" he asked her.

Sophie tore her confused gaze from the madly laughing pair to look at the Doctor, "I can't get it to open," she admitted as she shifted out from under the desk.

"Right then," the Doctor murmured as he accepted the sonic screwdriver back from Sophie, "Let's see what we're working with…"

And Sophie quietly peered over his shoulder curiously as he examined the back of the computer for a moment, whirred the sonic shook his head and pressed a few buttons before trying again… all the while Rose and Sarah Jane continued to laugh hysterically…

 ***O*O*O***

Mr. Finch stepped into his office, where the rest of the disguised Krillitanes sat around the table waiting for him, "Brothers, we must initiate the final phase. Get the children inside and seal the school. Our time has come, my brothers. Today we shall become Gods."

 ***O*O*O***

A buzzer sounded and those children that had been playing stopped and an announcement sounded over the speakers, "All pupils to class immediately. And would all members of staff congregate in the staff room."

The students immediately began to do as they'd been told not a single grumbling complaint coming from any of them. All of them except for Kenny who watched them go as he hesitated, a girl, Melissa paused beside him, "Break-times finished early. Isn't that fantastic?!" she exclaimed, before she hurried on not wanting to be late to class.

Kenny blinked staring after her for a long moment, before he sighed and trudged reluctantly towards the school building, trailing way behind the other students.

 ***O*O*O***

Rose and Sarah Jane who'd managed to calm themselves now stood beside Sophie as the three observed what the Doctor was doing as he worked at getting into the computer system. The door to the IT suite they were in began to open and Rose who was standing closest to the door hurried over, blocking their entry, "No, no, this classroom's out of bounds. You've all got to go to South Hall," she made up and received dubious looks from the students that were crowded around the door to their classroom, "Off you go, South Hall!" she shooed them and closed the door as the students turned away to hurry off towards South Hall.

 ***O*O*O***

David entered the staffroom with a mildly puzzled expression, he took a seat by Mr. Parsons, "What's all this about? There wasn't a staff meeting today was there?" he asked rather confused, even as he cast his gaze about to see if he could spot Sophie who hadn't shown up in the Library at all today… and she hadn't called in sick… he'd checked… but she wasn't in the staffroom either and neither, he realized with a sinking feeling that he just couldn't help, was John Smith.

Mr. Parson shook his head, "No there wasn't… let alone one for the entire faculty," he muttered rather put out by the disruption. He got to his feet as Mr. Finch entered the staffroom, "What is it now Mr. Finch?" he asked.

"Slight change in the timetable. We're having an early lunch," Mr. Finch remarked casually and Mr. Wagner pulled the door shut, clicking the lock quietly into place.

And a moment later horrified screams echoed down the corridor from behind the closed staffroom door, along with the flapping of large wings…

 ***O*O*O***

Sophie, Rose and Sarah Jane stood back a bit from the Doctor, the three of them leaning against one of the desks as they gave him some room to work, watching as he pulled another handful of wiring out of the computer and added that to the wires and cabling that were already hanging from his neck and about his shoulders.

With that bit of wiring out of his way, The Doctor pulled the sonic screwdriver from between his teeth and ran it up and down the back of the computer once again, before he frowned in at it in displeasure, "I can't shift it," he muttered.

Sarah Jane looked at him in surprise, "I thought the sonic screwdriver could open anything!?" she exclaimed shaking her head in confusion.

The Doctor sighed out a breath and glanced over at his companions, "Anything except a deadlock seal," he replied, before he turned back to the computer scrutinizing the machine through slightly narrowed eyes, "There's got to be something inside here," he mused, "What're they teaching those kids?" he mumbled his expression grim.

 ***O*O*O***

Mr. Wagner held open the classroom door as the student hurried into the room all eager to take up there lessons again. after the last one had slid in past him he shut the door with a click, not noticing that he'd missed one…

Kenny who'd been trudging along, lagging a fair distance behind his classmate, stared at the closed door for a moment, before he took a hesitant step back, and then another and another…

 ***O*O*O***

Mr. Finch entered his office, walking around his desk he seated himself in his chair, "Close the school," he murmured as he tapped a few keys on the computer and the screen flashed 'Security Override' and all the external doors of the school slammed shut. He leant back in his chair and quietly burped into his hand.

 ***O*O*O***

Mr. Wagner brought the code up onto the children's computer screens and immediately, the children snapped forward, eyes locked on the screens in front of them, leaning in towards their individual computers, as their fingers began flying over the keyboard in front of them faster than should be possible. Immediately losing themselves in the program as their brains worked feverishly as they tried to crack the code.

 ***O*O*O***

Sophie straightened up from her lean as she took a small step forward as she eyed the screens that had all flickered to life at once, like someone, somewhere had flicked a button and allowed them access… "Doctor?" she called softly and he looked up from the wires he'd been fiddling with once again.

"You wanted the program?" Sarah Jane added and gestured towards the screens, "There it is."

Rose shifted as she eyed the screens that were all showing the same thing, a revolving cube to the left of the screen and incredibly fast moving strange symbols on the right, "What kind of program is this?" she muttered shooting a glance over at Sophie who shrugged in response not looking away from the screens as she stared at the strange symbols that were moving far too fast for her eyes to catch properly.

The Doctor took a step forward as he stared at the screens intently, frowning with concentration, "Some sort of code…" he muttered.

 ***O*O*O***

Kenny peeked into window after window, seeing the same thing over and over, children working feverishly at the computers, seemingly in some kind of trance as they typed crazy fast over the keyboard. Terrified, Kenny turned from the last window he'd looked into ran as fast as he could back down the corridor, making it to the staircase, he hurried down it as fast as he could manage.

He reached the main doors of the school and attempted to push them open only to find them sealed shut. Kenny rattled them desperately trying to get the doors to open for him, a plea for help escaping his lips…

Out in the car that was parked in the school parking lot, Mickey sat up with a frown as he noticed the terrified boy at the doors and immediately he opened the car door and hurried towards the school building.

 ***O*O*O***

The Doctor stared wide-eyed at the code, his mouth slightly agape with shock and growing horror, "No… no… they can't be…" he breathed.

 ***O*O*O***

"They've taken them all!" Kenny shouted to Mickey through the glass pane of the doors.

"What?" Mickey asked with a frown.

"They've taken all the children!" Kenny shouted frantically.

Mickey turned and ran back to the car, throwing the blanket off of K9 and started to push buttons on the tin dogs back, "Come on, I need some help!" he cried and wacked K9 on the head, before he looked away slumping against the seat helplessly.

"System restarting," K9 spoke as he booted up and Mickey turned to face him again, "All primary drives functioning," the robotic dog reported.

"You're working!" Mickey exclaimed with relief, "Ok, no time to explain, we need to get inside the school. Do you have like, I dunno, a locking picking device?"

"We are in a car," K9 replied.

Mickey blinked at the robotic dog, "…Maybe a drill detachment?" he suggested hopefully.

"We are in a car," K9 repeated.

Mickey frowned in annoyance, "Fat lot of good, you are," he muttered crossing his arms over his chest as he tried to think of something else… anything else that'd help him get the doors to the school open.

"We are in a car," K9 repeated again.

Mickey huffed and rolled his eyes in annoyance, before he paused stilling, "Wait a second…" he glanced over at K9, "We're in a car," he turned and shouted loudly over to Kenny, "Get back!" and Kenny squinted through the glass pane of the door, confused.

 ***O*O*O***

"They can't be… what?" Sophie prompted him quietly as she regarded him with wide worried eyes.

The Doctor swallowed, "The Skasis Paradigm," he replied without looking away from the fast-moving code, "They're trying to crack the Skasis Paradigm."

Sarah Jane blinked, "The Skasis what?" she asked shaking her head with confusion.

"The… God-maker. The universal theory. Crack that equation and you've got control of the building blocks of the universe," he explained as he continued to stare wide-eyed at the screen in front of him, "Time and Space and Matter, yours to control."

Rose stared at him her own eyes wide with shock, "What, and the kids are like a giant computer?" she asked.

"Yes," the Doctor nodded as he started to pace as he began to put the pieces together, Sophie, Rose and Sarah Jane following him with their eyes, "And their learning power is being accelerated by the oil. The oil from the kitchens, it works as a… as a… conducting agent. Makes the kids cleverer."

"But that oils on the chips!" Rose exclaimed, her eyes widening with horror, suddenly feeling a bit queasy.

Sophie crinkled her nose in distaste, "I'm suddenly really glad that they made me feel yuck," she muttered.

Rose shot her a look, "Thanks, _I've_ been eating them!" she reminded with a playful scowl.

Sophie shrugged a little at her, before eyeing her curiously, "Do you feel any smarter?"

Rose shook her head, "Not really,"

"What's fifty-nine times thirty-five?" the Doctor questioned.

"Two thousand and sixty-five," Rose replied without missing a beat and the Doctor raised his brows at her in a 'point made' kind of way, "Oh, my God…" she breathed wide-eyed.

Sarah Jane looked away from Rose to stare at the Doctor questioningly her brow furrowed, "But why use children? Can't they use adults?"

The Doctor shook his head, "No, it's got to be children. The God-maker needs imagination to crack it. they're not just using the children's brains to break the code," he explained as he stared at them grimly, "They're using their souls."

"Let the lesson begin," the voice of Mr. Finch, as the disguised Krillitane entered the classroom, had the four turning sharply to face the front of the room, "Think of it, Doctor," he urged as he focused his gaze on the Time Lord stepping towards him, "With the Paradigm solved, reality becomes clay in our hands. We can shape the universe and improve it."

Sophie shivered and felt the fine hairs on arms and the back of her neck standing on end at the very idea of anyone having that type of power… of being able to bend and shape reality to their will like that…

"Oh yeah? The whole of creation with the face of Mr. Finch?" the Doctor scoffed, glaring coldly at the disguised Krillitane, "Call me old fashioned, but I like things as they are."

"You act like such a radical," Mr. Finch said with a disappointed shake of his head, "And yet all you want to do is preserve the old order," he took a couple more steps towards the Doctor, "Think of the changes that could be made if this power was used for good," he beseeched.

"What, by someone like you?" the Doctor asked sceptically.

"No," Mr. Finch denied smiling, "Someone like you," he replied and the Doctor stilled his eyes widening slightly in shock and surprise, the response being completely unexpected, "The Paradigm gives us power, but you could give us wisdom. Become a God at my side. Imagine what you could do. Think of the civilizations you could save. Perganon, Assinta… your own people, Doctor. Standing tall. The Time Lords… reborn."

The Doctor remained silent his gaze locked with the disguised Krillitanes, feeling his companions' eyes on him, but he couldn't get himself to look away in that moment.

"Doctor, don't listen to him," Sarah Jane urged.

"And you could be with him throughout eternity," Mr. Finch turned to Sarah Jane, "Young, fresh," his gaze swept to Rose and Sophie, before it turned to the Doctor again, "Never wither, never age, never die," and the Doctor tensed his hearts beating a bit faster in his chest, "Their lives are so fleeting. So many goodbyes. How lonely you must be, Doctor. Join us."

"I could save everyone…" the Doctor murmured quietly.

"Yes," Mr. Finch nodded.

"I could stop the war…" he whispered next.

"Yes," Mr. Finch agreed again a smile beginning to curve up his lips feeling the anticipation of the win.

The Doctor stared at him, he wouldn't have to lose his companions… wouldn't have to lose Sophie to age or anyone ever again… he could…

"No!" Sarah Jane cut in desperately once again, "The universe has to move forward. Pain and loss, they define us as much as happiness or love," Mr. Finch closed his eyes in irritation, "Whether it's the world, or a relationship… everything has it's time. And everything ends."

The Doctor stared for a moment longer, his eyes hardening on the Krillitane a mere second before he spun, snatching up a chair, he hurled it towards the large screen at the front of the classroom, smashing it, "Out!" he shouted, his hand immediately closing around Sophie's firmly, her fingers closing about his hand just as firmly as they ran out the door.

 ***O*O*O***

Mickey pressed his foot down on the gas pedal of Sarah Jane's car, driving directly for the doors, the vehicle easily smashing through them, shattering the glass. He leapt out of the car, "Come on!" he shouted to Kenny before he took off and Kenny followed him.

 ***O*O*O***

The Doctor, Sophie, Sarah Jane and Rose raced down the stairs, a loud screech that echoed through the school chasing after them. At the bottom of the staircase they almost ran into Mickey and Kenny, "What is going on?" Mickey asked just as three undisguised Krillitanes emerged in the corridor half flying and half climbing along the walls towards them and the six of them turned and ran in the opposite direction.

They burst into the canteen hall, immediately racing towards the doors on the other side of the hall only to find them locked. The Doctor reached into his pocket for his sonic screwdriver just as Mr. Finch stalked into the canteen and they backed away a bit as several of his undisguised brothers followed him inside.

"Are they my teachers?" Kenny asked tearing his gaze away from the batlike creatures long enough to glance at the Doctor.

The Doctor glanced at him and nodded, "Yeah, sorry."

"We need the Doctor alive," Mr. Finch informed his brothers, "As for the others… you can feast," his gaze met the Time Lords, "Make the younger brunette female's death painful," he ordered almost as an afterthought, his lips curving up cruelly and his brother's screeched before they began to swoop towards them aggressively.

The Doctor moved swiftly standing protectively in front of his companions his eyes hard as he snatched up a chair and used to it to swing violently at the Krillitanes as his companions ducked. Sophie ducked and turned out of the way of the extend talon like claws of a Krillitane, she didn't understand why she'd been singled out, but she'd be damned if she just let them kill her! She snatched up a chair of her own and swung it out at the Krillitane that swooped at her again, getting an angry screech, her jaw clenched as she gritted her teeth against her fear, her fingers gripping the sides of the chair tightly.

The Doctor glanced over at her and couldn't help the small smirk that curled up his lips at seeing Sophie armed with a chair of her own swinging determinedly… it figures she'd be wielding one. She caught his gaze briefly and rolled her eyes even as a heat wanted to creep up to her cheeks as she swung the chair again, "Oh, hush you… you can't talk!" she muttered giving the chair he was swinging around a brief pointed look, and then ducked the next swooping Krillitane, her eyes scanning the air waiting for the next swoop.

"Didn't say a word Sparks," the Doctor replied as he continued to swing the chair fending off the Krillitanes that where attempting to get to Rose and Sarah Jane, the two ducking instinctively.

' _You were thinking it,'_ Sophie mentally huffed.

' _Just took some inspiration from you, you seem to enjoy swinging chairs about – thought I'd see what the fuss was about!'_ he replied teasingly, wanting to lighten the mood, having seen the fear in her eyes. His own gaze remained flinty as he continued to wield the chair to keep the Krillitanes away from his companions.

 _I do not… it was once…'_ Sophie began to protest, _'Oh, whatever! Just hit the big bat people, will you!'_ she swung again, missed her timing, and had to quickly duck and turn to avoid the claws that where coming for her, only for the Doctor to wack at it, forcing the Krillitane to swoop away with a shrill annoyed screech.

"Gotcha covered, Sparks," he assured her as Sophie straightened breathing heavily. She nodded gratefully, only for her eyes to widen at the Krillitane she spotted coming at the Doctor's back. She lifted one hand from her chair and grasped him pulling him down, making the claws just miss the top of his head and she breathed out a low sigh of relief, her heart pounding loudly in her ears and her eyes wide.

Sarah Jane blinked at the Doctor and Sophie, her gaze briefly considering them, unable to help but notice, not for the first time, something between the pair – she ducked again as a Krillitane swooped at her and the sound of chairs swishing through the air reached her ears as the Doctor and Sophie continued to try and bat them away.

Mr. Finch glared at the Krillitane that had tried to score the Doctor with his claws, "I said we need the Doctor alive!" he reminded tightly and said Krillitane screeched a low response as it swooped away and towards the humans again.

Sophie swung her chair again and again her heart pounding heavily in her chest with fear and adrenaline. Her arms were beginning to ache, the chair feeling heavier and heavier in her hands, but she didn't allow herself to stop her frantic swinging at the Krillitane that was swooping at her, screeching as it reared back and out of the way of the blow, before diving in again, its clawed hands and feet grasping the legs of the chair as it was swung at him again.

It screeched loudly in Sophie's face, before it began to flap its wings and Sophie's eyes widened a small sound escaping her as she fought to keep her grasp on the chair and her feet on the ground. _'Bugger… just bugger!'_ she thought as her gloved hands began to slip, even as her feet began to lift from the ground, so that she was on the balls of her feet.

She angled back trying to keep her feet on the ground and pull the chair from its grip not wanting to lose what little protection she had, beside her the Doctor swung his chair at a Krillitane that swooped for Sophie's back, before he had to turn to swing at another that was making for Kenny and Mickey.

Sophie's hands slipped from the chair and she let out a small cry as she stumbled back a bit as she did so.

The Krillitane flew higher across the ceiling before it tossed the chair away, it landed with a clatter and Sophie glanced about briefly, before she hurried towards another chair for protection. The Krillitane screeched as it dived for her again, claws extend to rake over her back.

The Doctor lobbed his chair at it and it collided with the Krillitane with a solid thud knocking the batlike alien from the air.

He shot a cold hard look at Brother Lassa who still hadn't bothered to shed his, Mr. Finch illusion, the disguised Krillitane merely stared back calmly, though anger flashed through his eyes at how long it was taking to deal with a few humans. The Doctor snatched up another chair batting at another of the swooping aliens that had made a go for Rose who ducked out of the way of the claws, and then swung again as another swooped a moment later claws aimed for Sarah Jane.

The Krillitane that had been brought to the floor screeched angrily at it flapped its wings launching itself back into the air, before tearing after Sophie again, the orders to leave the Doctor preventing it from going after the Time Lord.

The screech drew the groups attention, "Soph!" Rose cried a horrified warning as she watched it with wide-eyes as it closed distance rapidly, whilst the Doctor was already moving across the short distance between them, his own chair raised to swing.

Sophie, whose attention had already been drawn by the screech, raised the new chair she'd snatched up in front of her protectively, and braced for the impact, only for a sudden red beam of light to shoot through the air and hit the charging angry Krillitane before it could get within striking distance, and it fell to the floor again – dead.

They looked in the direction it came from to see K9 as he wheeled into the canteen, his laser out ready to fire again and Mr. Finch let out an enraged roar, truly furious at the loss of one of his brothers.

"K9!" Sarah Jane gasped with relief and surprise.

"Suggest you engage running mode, Mistress," K9 replied.

"Come on!" the Doctor shouted abandoning the chair he'd been holding and led them towards the doors at a run as K9 fired more laser beams at the Krillitanes distracting them, "K9, hold them back!"

"Affirmative, Master. Maximum defence mode," K9 answered and started firing laser beams in all directions.

The Doctor reached the doors, "Come on!" he urged as he ushered his companions through the doors ahead of him. He slammed the doors closed behind him, pulling his sonic screwdriver from his pocket sealed the doors shut, before he turned and they ran.

"Have I told you that I love your dog?" Sophie commented as they ran and the Doctor and Sarah Jane grinned.

"Brilliant, isn't he?" the Doctor replied rather proudly.

"He's certainly growing on me!" Mickey exclaimed a bit breathlessly and Rose nodded her agreement.

 ***O*O*O***

"Power supply failing," K9 remarked as he continued to shoot at the Krillitanes, his firing rate slowing down.

"Forget the shooty dog thing," Mr. Finch ordered with quiet exasperation, the Time Lord was getting away! He was what was important, what they needed to see their plans through to fruition.

"Power… supply… failing," K9 remarked again before he switched off, his power supply too low to keep going.

 ***O*O*O***

Sophie was attempting to massage the ache from her arms as she, Rose, Sarah Jane, Mickey and Kenny leaned against or sat on or by the desks in the Physics Laboratory they were in, their eyes following the Doctor as he paced back and forth in front of them. He paused midstride and spun around to face them, his hands clapping together as the answer came to him, "It's the oil!" he exclaimed, "Krillitane life forms can't handle the oil. That's it!" he beamed a grin and started to talk faster as he explained, "They've changed their physiology so often, even their own oil is toxic to them!" he turned to Rose, "How much was there in the kitchens?"

"Barrels of it," she replied.

There was a loud thump against the door to the lab followed by furious screeching and they all turned in alarm to see scratch marks gauged into the door as they attempted to batter their way past the locked door to get to them.

"Ok, we need to get to the kitchens," the Doctor muttered quickly eyeing the door that didn't seem like it would hold out for too much longer, "Mickey!"

"What now, hold the coats?" Mickey asked his voice heavy with sarcasm as he frowned at the Doctor.

The Doctor shot him a look, a scathing witty retort on the tip of his tongue, but he bit it back as the Krillitanes talons gauged through more of the door, "Get all the children unplugged and out of the school," he said like he'd been planning to only just catching Mickey's look of pleasant surprise and smile at actually being given something to do as he turned away from him, "Now then," the Doctor muttered thinking hard, "Bats, bats, bats, how do we fight bats?"

"Well, if they're like normal…" Sophie trailed as the sound of glass breaking reached them, followed by the high-pitched wailing of a fire alarm and the banging and against the door stopped as the Krillitanes winced and quailed at the shrill sound assaulting their sensitive ears, shrieking in pain now.

They looked over to see Kenny walking back over to them and the Doctor beamed a grin at the boy, before he turned for the door throwing it open and they all hurried past the incapacitated Krillitanes and down the corridor.

 ***O*O*O***

Mr. Finch gritted his teeth against the agonizing pain ringing in his ears and punched his fist through a specific spot in the wall, he grasped the wires connecting the alarm and pulled tearing them free of the wall stopping the shrill sound, "Get after them!" he ordered sharply stalking down the staircase his brothers no longer incapacitated by the alarm followed.

 ***O*O*O***

The Doctor led them at a quick clip down a corridor as they headed on their way to the kitchen. K9 emerged from a doorway, "Master."

"Come on, boy!" the Doctor called to him, not stopping, "Good boy." And K9 followed them down the corridor his tail wagging.

 ***O*O*O***

Mickey burst into one of the IT maths rooms, "Ok, listen everyone. We've got to get out of here," he declared and then stared in confusion as not one of the children so much as blinked in his direction, all of them continuing to work on the code without pause.

He stared at one of the monitors for a moment before he waved a hand in front of a girl's face, and got nothing – she didn't notice.

 ***O*O*O***

They made it into the kitchen and the Doctor immediately ran for the large barrels of oil, sonic in hand. The sonic whirred and the Doctor frowned, "They've been deadlock sealed!" he exclaimed and ran to another trying again only to find the same thing, "Finch must have done that. I can't open them."

"The vats would not withstand a direct hit from laser," K9 remarked drawing the eyes in the room, "But my batteries are failing."

The Doctor glanced around as he considered before he nodded, "Right. Everyone out the back door. K9, stay with me," he ordered.

Sarah Jane, Rose and Kenny moved for the back door. Rose noticing the brunette's absence turned back at the door, "Soph, come on!"

Sophie nodded crouching down for a brief moment, "Just wanted to say thanks, for the save earlier K9," she murmured giving the robotic dogs head a pat.

K9's tail wagged, "You're welcome."

Sophie straightened up her gaze meeting the Doctor's for a moment as he crouched down in front of K9, he gave her a brief smile and she returned it softly. He nodded for the door and Sophie moved for it, joining Rose who'd waited for her, the two breaking into a run.

 ***O*O*O***

Mickey frowned in frustration and confusion feeling rather helpless as he worked at the main computer trying to stop the code, but nothing was working like it should… it should have been easy to turn the blasted thing off, but it was like it was frozen or something except the code was continuing to roll, the program continuing to run and the children continued to work at their individual computers completely unresponsive.

He looked around, he didn't want to fail this… he really didn't… he wasn't the tin dog… and he wanted to prove it… his gaze landed on a thick yellow and black cable that was running across the ceiling with his eyes until it reached a single power socket in the wall. He leapt out of the chair and raced over to it, yanking it free of the wall, socket sparked and crackled and the computers switched off.

The children blinked a bit confused as they were suddenly yanked out of their trance like state, "Everyone get out, now!" Mickey shouted and there was a flurry of movement as the students leapt to their feet at the urgency in his tone, "Come on, move! Let's go! Let's go!" he shouted as he urged as he hurried them out of the room.

 ***O*O*O***

The Doctor hauled the last barrel into position, having grouped them together for K9 to shoot at, "Capacity for only one shot, Master," K9 reported, "For Maximum impact, I must be stationed directly beside the vat."

The Doctor stilled briefly before hurrying over to the robotic dog, "But you'll be trapped inside," he protested as he crouched down in front of him.

"That is correct."

"I can't let you do that."

"No alternative possible, Master."

The Doctor stared at K9 sadly hesitating, the shrill screeching of the Krillitanes came from close by and he looked over his shoulder, his hearts sinking as he turned back to his faithful dog, his eyes sad, but knowing that there really wasn't any other alternative in that moment, "Goodbye, old friend," he murmured.

"Goodbye, Master."

The Doctor smiled, the curve of his lips tinged with sadness, "You good dog," he praised as he patted the top of K9's head.

K9 waggled his tail and ears enthusiastically, "Affirmative."

The Doctor stared a moment longer, his hand resting atop K9's head a brief moment longer before he turned and dashed over to the doors, pulling his sonic screwdriver out of his pocket as K9 trundled over to the barrels of oil to assume his position.

The Doctor hurried out the back doors, slamming them shut behind him. He locked them with a quick buzz of his sonic. He turned only to see Sarah Jane standing there.

"Where's K9?" she asked not seeing her dog with him.

"We need to run," the Doctor told her as he ran towards her.

Sarah Jane didn't move as she stared at him stubbornly, "Where is he? What have you done?!" she demanded to know her voice rising with urgency.

The Doctor grabbed her hand and pulled her away with him, and Sarah Jane let him her heart sinking in her chest.

Sophie let out a breath of relief as she rounded a corner and clamped eyes on Sarah Jane and the Doctor, having come looking for the older woman, leaving Rose with Kenny, when she'd noticed the older woman had disappeared, "There you are!" she exclaimed only to pause in her stride at the look on Sarah Jane's face, "What's happened?" she asked with concern glancing from Sarah Jane to the Doctor as they ran the rest of the way towards her.

"We have to go!" the Doctor said again, grabbing Sophie's hand with his free one and pulling her back into motion and away from the school building at a quick clip.

 ***O*O*O***

Mr. Finch threw open the kitchen doors and stepped inside his brothers behind him, "When you find him, eat him if you must, but bring me his brain," he ordered as they walked deeper into the kitchen, his gaze landed on K9 and he sneered at the robotic dog, who raised his head, "The little dog with a nasty bite," he mocked bending down slightly, "Not so powerful now, are you?"

In response K9 fired his laser at the large barrels of oil, directly hitting the barrel closest to him and the barrel exploded coating the Krillitanes with the oil and immediately they started burning, agonized screams coming from them.

 ***O*O*O***

"Come on, guys!" Mickey called loudly to the children that were all hurrying out of the school building, "Let's go, let's go! Run!" he encouraged them to go move faster.

 ***O*O*O***

"Burning!" one of the Krillitanes that had taken the form of a dinner lady screeched in agony.

Mr. Finch glared at K9 that hadn't moved since firing his single shot at the barrels, "You bad dog."

"Affirmative," K9 agreed a moment before the school exploded.

 ***O*O*O***

Outside the children cheered loudly as paper rained down on them, "Yes!" Kenny cheered and a short distance from him Rose and Mickey hugged each other with a grin.

Melissa turned to Kenny, "Did you have something to do with it?" she asked curiously.

"Yeah, I did," Kenny nodded.

Melissa's mouth dropped open in shock before she turned to the other children and hollered, "Oh, my God. Kenny blew up the school! It was Kenny!"

"Yay! Kenny! Kenny! Kenny! Kenny!" the children cheered as they crowded around the boy patting him on the back enthusiastically.

The Doctor turned to Sarah Jane, "I'm sorry," he murmured sincerely.

"It's alright," she shook her head tears pricking hotly at the backs of her eyes, "He was just a… daft metal dog. It's fine, really," she sniffled and then burst into tears unable to hold them back and the Doctor hugged her trying to comfort her as best he could.

Sophie shifted a bit awkwardly staring at them with sad sympathetic eyes, before she turned and quietly moved away to give them privacy with their grief, her own heart feeling a bit heavy over the loss… she may have only been briefly acquainted with the robotic dog, K9 Mark III, but she really had thought that he was brilliant.

 ***O*O*O***

That night Sophie dreamed for the first time since 'Bad Wolf' had come to pass. She twitched uncomfortably in her sleep, her brow furrowing as she dreamed of falling… plummeting… and then the dream shifted abruptly, the falling stopped as suddenly as it had begun and she jerked, her brow furrowing further as metal men marched, bars framing their heads, eyes and mouths rectangular slits and a word lacking all emotion rent the air.

"Delete!"

Sophie sat up with a gasp, eyes wide as she scanned her room, the Tardis switching the lights on to a soft glow for her so that she wasn't struggling to see in the dark. She sucked in a deep calming breath as a shiver ran down her spine. She recognized those metal men… the helmets at least, the Doctor had pointed it out in Van Statten's creepy underground alien museum. He'd called them an old enemy… the stuff of nightmares… she shivered again, seeing them marching in her minds eye once again.

She took in another calming breath and let it out slowly, her gaze sweeping over her room again focusing on the soothing rhythmic hum of the Tardis, "Is he still up, Sexy?" she asked quietly, the ship let out an affirming hum and Sophie nodded, getting up out of the bed. She started for the door, only bothering to snatch up 9's old leather jacket to shrug on over the top of her pyjamas, she didn't even bother to put on her gloves as she strode over to the door. She paused in the doorway to her room resting a hand against the frame as she mentally thanked the Tardis, before she slipped out into the corridor, the Tardis humming again as she started down the corridor towards the console room.

"How's it going?" Sophie asked as she started down the stairs, her eyes on the Doctor as he hunched over the shambled pieces of K9 Mark III.

He looked up brainy specs sitting low on his nose, blinking a bit as he took in her pyjamas and leather jacket combo and sleep mussed locks, "It's coming along – should have him all fixed up and ready to go by morning, if I work through the night."

Sophie nodded and moved towards him, bare feet padding softly over the grated panel floor, the Doctor followed her progress with his eyes, "Dreams?" he asked as she came to a stop on his left, Sophie nodded again. The Doctor's brow creased in concern, not liking how quiet she was being, "Bad?" he asked his voice soft.

Sophie lifted her gaze to his, shifting uncomfortably, a hand coming up to tangle in the ends of her hair, she looked away after a moment and shrugged, her gaze lowering to K9.

The Doctor stared at her for a moment longer, the look in her eyes all the answer he needed, whatever she'd seen hadn't been pleasant. His jaw clenched briefly, hating that he was powerless to help… powerless to stop them from happening, even after all this time, he was still no closer to finding an answer. He swallowed observing her slightly bowed head for a moment longer before he broke the silence, "Did you want to help me for a bit?" he offered softly.

Sophie lifted her head and her eyes met his as she nodded again, "Yes…" she murmured gratefully, her fingers releasing the ends of her hair.

The Doctor smiled, "Alright then – hold these for me," he handed her a couple of small metal pieces, "And when I say I want you to…"

Sophie listened intently absorbing herself in what he was telling her, determinedly focusing on K9 and not the vision that had plagued her sleep… the images still so close to the surface. Though the Doctor seemed to determined to distract her from it as he filled the air with chatter, almost a constant stream of it, breaking only to give her a new instruction or hand her something else, before picking up where he left off all the while working on K9.

A long while later, the Doctor set aside his sonic screwdriver stretching his arms over his head briefly, before he stepped around the work station he'd set up moving towards the pilot's chair a soft smile curving his lips as he regarded the curled up form of Sophie as she dozed, the leather jacket she'd been wearing draped over her like a blanket, "Come on Sparks," he murmured as he picked her up out of the chair curving his arms under her legs and back, the jacket slipping to the console room floor – he'd pick it up later, "You'll have a nasty crick in your neck if I let you stay like that."

He started from the console room, Sophie shifted slightly in his arms and she made a soft sleepy noise, "I'm awake," he heard her murmur, her voice a bit slurred with sleep and he glanced down to see that she hadn't even managed to open her eyes.

He smiled, _'You really sound it Sparks,'_ he thought with warm amusement and Sophie breathed out a low sighing breath.

"Did you finish K9?" Sophie murmured, still unable to get herself to open her eyes as the Doctor carried her.

"Almost," the Doctor replied softly, "I've only got a bit more to do," and Sophie nodded against his shoulder. He reached her door and the Tardis quietly swung it open for him and he stepped inside, making for the bed.

"Thanks… for keeping me company," Sophie murmured as the Doctor carefully set her down on the mattress, fighting against the pull of sleep.

The Doctor smiled, "Anytime Sparks," he pulled the covers over her, and brushed some hair out of her face, "Night," he murmured.

"…Night" Sophie replied, but it came out more of a slurred sound rather than a word as sleep overtook her again.

The Doctor straightened and headed back for the door, pausing briefly in the doorway to look back at her, hoping that she wouldn't be disturbed by dreams again, before he quietly slipped out, closing the door behind him with a quiet snick.

 ***O*O*O***

The next day Sarah Jane strolled through the park, heading straight for a familiar blue box. The Doctor stepped out the door as she neared it, "Cup of tea?" he offered, before stepping aside to let her move past him and through the doors of the Tardis.

Sarah Jane gasped as she gazed about the interior of the console room, gaping in awe as the Doctor stepped inside after her, shutting the door behind him, "You've redecorated," she exclaimed turning to him.

"Do you like it?" he asked cheerily smiling at her reaction.

"Oh, I, I do. Yeah," she replied as she looked around at the console room that had changed so much since she'd last been inside the wondrous blue box, "I preferred it as it was, but uh… it'll do!"

"I love it!" Rose said from where she was standing with Mickey, grinning widely.

Sophie nodded a smile of her own curving up her lips, "It's brilliant!" she agreed brightly as she glanced around the console room taking it in once again. The Tardis humming appreciative and smug at all the compliments.

Sarah Jane rested her gaze on Sophie and smiled as the younger brunette's gaze returned to her, "It'll do," she said again wishing if only for nostalgias sake that it looked the same as it had the last time she'd been inside the Tardis, before she whirled back around to Rose pointing a finger at her, "Hey, you what's forty-seven times three hundred and sixty-nine?"

Rose shrugged, "No idea. It's gone now. The oil's faded."

"But you're still clever. More than a match for him," she nodded over at the Doctor.

"All three of us are," Rose replied with another grin glancing over at Sophie who grinned in return whilst Sarah Jane nodded her agreement her own lips still curved up in a warm smile. Rose turned to pin the Doctor with a look, "Doctor…?" she urged pointedly and Sophie shook her head slightly with amusement at the blonde's impatience.

The Doctor looked up from the where he'd busied himself with typing something into the console to and he scratched at the back of his head, "Um, we're about to head off, but… you could come with us?"

Sarah Jane looked from one happy face to the next, before she shook her head, "No," and the smiles on their faces faded slightly with disappointment, "I can't do this anymore," she admitted quietly, before she smiled enthusiastically, "Besides, I've got a much bigger adventure ahead! Time I stopped waiting for you and found a life of my own."

"Can I come?" Mickey piped up suddenly and received a couple of strange looks, whilst Rose shifted grimacing slightly as she frowned, "No, not with you," Mickey corrected quickly, "I mean with you," he looked over at the Doctor who was staring at him rather impassively, "Because I'm not the tin dog, and I want to see what's out there."

Sophie smiled at him, before she glanced at the Doctor curiously as he remained silent staring at Mickey. From her spot beside Mickey, Rose mouthed 'no' at the Doctor trying to subtly get his attention.

"Oh, go on, Doctor. Sarah Jane Smith, a Mickey Smith. You need a Smith on board," Sarah Jane encouraged.

The Doctor stared at him a moment longer before he rolled his eyes just a bit, "Ok then," he agreed, "I could do with a laugh," he muttered.

Mickey beamed brightly laughing in delight, having half expected the Doctor to shoot him down, beside him Rose rolled her eyes glancing away unhappily. Mickey noticing her lack of reaction swiftly stopped laughing and turned to her, "Rose, is that ok?" he asked cautiously.

Rose shot him a look, trying to stifle her displeasure, "No, great," she attempted, but sarcasm heavily laced her words, "Why not?" and an awkward silence fell over the console room.

Sophie sighed quietly to herself, her brow scrunched with confusion as she tangled a hand into the ends of her hair as she regarded Rose with surprise, from the get go Rose had maintained that she wanted Mickey aboard the Tardis travelling with them… so… why was she now so upset by it? Sophie sighed again as she took in Rose's unhappy expression even as she tried to hide it, once again confused by the blond. She was beginning to think that she'd never fully understand what was going on inside Rose's head… but then she'd never been good at social queues… hopefully whatever it was would pass like it had with Sarah Jane.

The Doctor himself only spared the blond a brief look, before he spun back to the console, a hand coming up to tug at his ear as he resisted the urge to groan in exasperation. He'd thought she'd be happy that her boyfriend suddenly wanted to travel with them, not be petulant all over again! And, he grimaced lightly… "Domestics…" he muttered under his breath with a small pout, he wasn't as adverse as he'd been before his regeneration, but… why… why in his Tardis?! He glanced over at Sophie to see that she was scrunching her brow in confusion, feeling his gaze, she turned her head to look at him and he rolled his eyes and made a small face, and she smiled lightly in amusement, before she sighed out a low breath.

"Well, I'd better go," Sarah Jane broke the awkward silence and everyone looked over at her. She turned to look at Rose who was still looking rather put out by the new development, but the blond allowed the older woman to pull her aside and over to where Sophie was leaning against the railing, the petite brunette straightened up in response, "Find me… if you need to," Sarah Jane murmured eyeing Rose first who nodded still trying to mask her unhappiness. Sarah Jane turned to Sophie, "You too, if you ever need to. Find me," she urged and Sophie nodded, before accepting a hug from Sarah Jane.

Sarah Jane hugged Rose next, before she turned and headed for the door where the Doctor was standing by it, holding it open for her. She stepped past him and back into the bright sunny day, the Doctor followed her out and she turned to him, "It's daft, but I haven't ever thanked you for that time. And like I said, I wouldn't have missed it for the world."

"Something to tell the grandkids," the Doctor grinned.

"Oh, I think it'll be someone else's grandkids now," she said lightly.

"Right…" the Doctor trailed off awkwardly, "Yes, sorry. I didn't get the chance to ask. You haven't… there hasn't been anyone… you know?"

"Well… there was this one guy. I travelled with him for a while, but he was a tough act to follow," she laughed softly and the Doctor smiled lightly, "Goodbye Doctor."

"Oh, it's not goodbye…" he tried, but trailed off at the look Sarah Jane was giving him.

"Do say it, please. This time. Say it."

"Goodbye," the Doctor murmured smiling, "My Sarah Jane," he pulled her into a tight hug, lifting her off the ground for a moment, before setting her back down.

Sarah Jane watched him step into the Tardis. She turned to walk away as the Tardis began to dematerialize from the park, only to pause and turn back to see it blink out of sight. Her eyes widened in surprise at the sight of a small robotic dog standing there, tail wagging, "K9!" she exclaimed delighted.


	8. Chapter 7 The Girl in the Fireplace

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** A big thank you to everyone who followed/favourited and reviewed last chapter, I really appreciate it. And, of course thanks to **Saberbladeprime** for reading over this chapter for me. Also, I'm sorry once again for the longer wait for this chapter too.

 **CHAPTER 7**

 **The Girl in the Fireplace**

"It's a spaceship. Brilliant!" Mickey exclaimed with excitement as he followed The Doctor, Sophie and Rose out of the Tardis, his eyes going wide with awe as he glanced about the dimly lit room they'd stepped into, "I got a spaceship on my first go!"

"It looks kind of… abandoned," Rose commented with mild surprise as they peered about the dimly lit room.

Sophie nodded her agreement taking in the various bits and pieces of equipment that had been left strewn about, "Or ransacked," she murmured with a small frown.

Rose glanced over at the Doctor, "Anyone on board?"

The Doctor shrugged, "Nah, nothing here," he replied, "Well, nothing dangerous," he corrected, "Well, not that dangerous!" he paused briefly and glanced over at his companions that had raised their eyebrows at him, "You know what, I'll just have a quick scan… in case there's anything dangerous," he decided before he turned and made his way over to the ships console.

Behind him, Sophie and Rose exchanged a look, their lips quirking up into smiles that were full of amusement, before they stepped after him, "So, what's the date?" Rose asked as the Doctor experimentally pushed a few buttons, "How far have we gone?"

"About three thousand years into your future, give or take," he replied as he scanned the console with his eyes, before his gaze lighted on a small lever. He pulled it and the lights flickered on and a panel that had been covering a thick pane of glass above them began to open, and Sophie couldn't help but stare in awe, completely unaware that a soft gasp escaped her as her lips parted in a small gape at the sight of the unfamiliar galaxy that was alive with bright stars.

The Doctor smiled at her fondly, before returning his own gaze to the spectacular view, "Fifty-First Century. Dagmar Cluster," he informed them, before briefly glancing over at Mickey as he moved towards a porthole, "You're a long way from home, Mickey! Two and a half galaxies."

Rose followed him over, placing her hands gently on his shoulders with a warm smile, "Mickey Smith, meet the universe," she slid her arms around his neck from behind staring out the porthole with him for a moment, before pulling her gaze away to stare at his awed expression, her warm smile widening into a grin, "See anything you like?"

"It's so realistic!" Mickey exclaimed louder than he'd intended to as he raised a hand to take hold of one of Rose's that were hanging about his neck as she pressed up against his back, but the blond had already released him as she moved over to another porthole to stare out at the stars, her fingers brushing the rounded glass pane and he sighed out a low breath that was filled with resignation as he eyed her for a moment, before he fixed his gaze out his own porthole once again.

The Doctor rummaged around the console, a distinctly unimpressed expression on his face as he picked up various pieces of technology that had been left about it, "Dear me, had some cowboys in here!" he exclaimed musingly as he tossed the pieces he'd been holding back down on the console, "Got a ton of repair work going on," he murmured as he continued to look over the console, his gaze caught on a screen that was displaying a diagram of the spaceship and he leaned towards it to get a better look as Sophie, Rose and Mickey joined him around the console, "Now that's odd," he murmured with curiosity, "Look at that. All the warp engines are going… full capacity! There's enough power running through this ship to punch a hole in the universe!"

Sophie glanced up from the diagram to stare at him a bit alarmed, "Why would it need that much power?"

The Doctor glanced over at her, "That is the question, isn't it?" he murmured turning his gaze back to the screen with the diagram, "Cos, we're not moving. So, where's all that power going?"

"Where'd the crew go?" Rose asked as she glanced about the room they were in.

"Good question," the Doctor hummed as he leaned forward and tweaked a couple of the knobs on the console, "No life readings on board."

"Well, we're in deep space. They didn't just nip out for a quick fag," Rose commented, mildly disconcerted.

"Nope, checked all the smoking pods," the Doctor replied and then paused as he became aware of a scent in the air and he sniffed, "Can you smell that?" he asked them, glancing about a bit surprise at the smell.

They sniffed the air and Rose nodded, "Yeah, someone's cooking."

"Sunday roast, definitely," Mickey agreed with a laugh, what a riot Sunday roast on a spaceship in the Fifty-First Century!

Sophie nodded even as her brow scrunched as she frowned pensively, "But didn't you say that there weren't any life readings?" she asked glancing over at the Doctor.

The Doctor glanced at her, their eyes meeting, "Yes, I did," he murmured with a small nod, before he turned his gaze back to the console.

"So, who's cooking?" Sophie muttered with a small shiver that had her pulling her black leather coat closer about her petite frame as the scent of roasting meat filled her nose.

Beside her, Rose and Mickey exchanged a brief disconcerted look, whilst the Doctor hit a button and behind them a door slid open. They walked into the next room and Sophie blinked with surprise at the ornate fireplace that stood against the far, otherwise metal, wall, an ormolu clock set on the mantelpiece. It was beautiful… and entirely out of place in the rundown Fifty-First Century spaceship they were in.

"Well, there's something you don't see in your average spaceship," the Doctor murmured intrigued as he wandered over to it, "Eighteenth century!" he observed, "French! Nice mantel," he pulled out his sonic screwdriver from his pocket and pointed it at the fireplace, "Not a hologram," and Sophie took a step closer, reaching a hand out towards the blazing fire feeling the warmth heating her fingers through the material of her gloves and smiled crouching down to it, her gaze locked on the flames that were licking against the small pile of wood.

"It's not even a reproduction," the Doctor exclaimed with surprise bending in towards the mantel to examine it closer and Sophie glanced up at him from where she was crouching in front of the fireplace, "This actually is an Eighteenth Century French fireplace," Sophie stilled having caught something out of the corner of her eye and then blinked rather shocked at the little blond haired girl in a nightgown who was staring at her rather owlishly from the other side of the fireplace, surprise written all over her face. Sophie's mouth fell open in a small 'o' as she gaped back at the child as she tried to find her voice amid her shock, "Double sided. There's another room through there," the Doctor continued unaware.

Rose looked out a porthole on the same wall, "There can't be," she said with disbelief as she stared out of the small window, "That's the outer hull of the ship, look."

"Oh," Sophie finally found her voice after swallowing convulsively a couple of times, "Uh, hi…" she murmured awkwardly to the small child who'd remained as still as her as they'd simply stared at each other in equal amounts of shock.

The Doctor blinked at that his eyes curious as he glanced down at Sophie who was staring rather fixedly through the fireplace, he quickly crouched down as a small voice replied to Sophie's greeting, "Hello…"

The Doctor's gaze landed on the small child and he smiled, "Hello!"

The little girl flicked her gaze over to him, surprised all over again at seeing not one, but two people in her fireplace, "Hello…" she greeted again, her small voice cautious, her gaze flicking from one to the other and back again.

"What's your name?" the Doctor asked.

The little girl focused her gaze on him, "Reinette," she replied voice still cautious.

"That's a pretty name," Sophie murmured softly and the little girl smiled at her for the compliment.

"Lovely name," the Doctor agreed with an encouraging smile, "Can you tell me where you are at the moment, Reinette?"

Reinette narrowed her eyes slightly in suspicion, it was her fireplace, how could he not know where she was, "In my bedroom," she murmured slowly.

"And where's your bedroom? Where do you live, Reinette?" the Doctor prompted even as the little girl blinked at him in confusion.

"Paris, of course!" she replied smiling a bit now at the funny man in her fireplace asking her odd questions.

"Paris, right!" the Doctor nodded slowly as he glanced about the fireplace they were crouched in front of thoughtfully.

"Monsieur, Mademoiselle, what are you doing in my fireplace?" Reinette asked curiously.

"Oh um…" Sophie floundered a bit helplessly.

"Oh, it's just a routine… fire check," the Doctor replied a bit airily, shooting a quick grin at Sophie as she shot him a look before nodding her agreement. He turned his attention back to Reinette who was staring at them with eyes full of curiosity now, "Can you tell me what year it is?"

Reinette's curious look turned mildly indignant, "Of course I can!" she exclaimed, "1727."

"Right lovely. One of my favourites… August is rubbish though. Stay indoors," the Doctor cautioned and Sophie raised a curious brow at him, "Ok, that's all for now. Thanks for your help. Hope you enjoy the rest of your fire. Night, night."

"Goodnight Monsieur, Mademoiselle," Reinette called as the man in her fireplace stood leaving only the woman.

Sophie smiled at her, "Goodnight Reinette," she murmured, before she too straightened up from her crouch.

"You said this was the Fifty-First Century," Mickey accused a bit smugly at the idea that the Doctor had gotten it wrong.

The Doctor rolled his eyes, "I also said this ship was generating enough power to punch a hole in the universe," he reminded him, "I think we just found the hole. Must be a spatio-temporal hyperlink," he mused.

"What's that?" Mickey asked staring at the others a little confused, wondering if it was a term he was supposed to know now that he was travelling through Time and Space.

"No idea," the Doctor admitted with a small shrug, "I just made it up. Didn't wanna say 'magic door'."

"What's wrong with calling it a 'magic door'?" Sophie asked glancing from the Doctor to Rose when he didn't answer but instead tugged at his ear, the blond mouthing the words 'Not impressive enough' at her, and Sophie made an 'o' of understanding and the two shared a grin.

The Doctor frowned at them, "I can read lips ya know," he muttered, eyeing their amused expressions with a small pout.

The pair glanced over at him, before glancing back at each other their amused smiles widening a bit further before they glanced away again. The Doctor's frown turned into a playful scowl, "Stop it," he whinged at them.

Sophie blinked over at him her brow scrunching slightly at him in mild confusion now, what had they been doing… "Stop what?"

The Doctor rolled his eyes a little in fond amusement at his Sparks, his lips curved into a smirk as he reached over and bopped her lightly on her nose with the tip of a finger, "That," he replied teasingly, unable to resist in that moment.

Sophie's confused frown deepened, "Uh…" she glanced around at the others seeing various expressions of amusement on her friends faces before she sighed out a slightly resigned breath… she'd missed something again, hadn't she? Her fingers tangled further into her hair as she felt a mild flicker of irritation at herself surface once again, everyone said that she was getting better at the social queues and yet… she still found herself confused more often than not, at least… that's what it felt like to her.

The Doctor noticed the brief flicker and his amusement stilled as he paused recalling the conversation that they'd had on Sarah Jane's front porch just last night really, and he tugged at his ear a bit guiltily having deliberately confused her further, he hadn't meant to annoy her with it… she was just so cute when she blinked up at him like that all curious confusion. He mentally reached out brushing his consciousness against hers soothingly, apologetically, _'Just teasing Sparks,'_ he assured her gently.

Sophie blinked and then glanced over at him feeling rather sheepish at her mistake, returning his mental gesture, feeling relief at not having missed something in the conversation after all, and honestly, she should have realized he was just teasing her… he did that a fair bit after all, _'Oh… oops… um… right, ok…'_ and heard him mentally chuckling at her as she floundered over her words, she pouted a little before they shared a small smile.

Across from them Mickey blinked, something was going on between them… something beneath the surface an exchange of some kind and yet, nothing was going on at the same time. Rather confused, he glanced over at Rose to see her smiling rather fondly at the pair… she knew he realized, and as she glanced over at him and rolled her eyes playfully, he realized that she wouldn't tell him what it was that was happening between the Time Lord and Sophie… and he looked away fighting down the urge to sigh.

Rose returned her gaze to the two across from her and Mickey her lips still curved up into a warm smile, even as a part of her wanted to jump up and down and shout 'just kiss her already', "And," she spoke drawing the Doctor's and Sophie attention to her, "On the other side of the 'magic door' is France in 1727?"

The Doctor nodded glancing back at the fireplace, before he started across the room, shrugging off his coat and throwing it over a table in the corner of the room that was cluttered with various broken bits and pieces, rubbish really, "Well, she was speaking French. Right period French, too."

"She was speaking English," Mickey exclaimed, eyes on the Doctor as he walked back over to the fireplace, "I heard her!"

"That's the Tardis," Rose said throwing an arm around Mickey's shoulders that had Sophie smiling glad that things seemed to be back to normal between the two, "Translates for ya," she grinned at him.

"Even French?" Mickey asked a little bewildered and awed by the idea.

"Yeah!" Rose replied.

"Yep!" Sophie agreed at almost the same moment as she turned back to the fireplace she was still standing in front of with curious eyes as the Doctor examined it.

"Gotcha!" the Doctor exclaimed triumphantly as he kneed something, and beside him Sophie let out a startled cry as the floor under her feet began to move and she gripped at the mantel she had been looking at to help keep her balance as the section of wall rotated, taking her and the Doctor with it.

"Doctor! Sophie!" Rose shouted as she rushed towards the mantel, but it was too late for her to be able to do anything but watch as the fireplace stole the pair away as it clicked back into place, leaving her and Mickey alone in the room.

 ***O*O*O***

The fireplace stopped moving and Sophie released the mantel turning from it, the words that had been forming on her tongue disappearing as she took in the dark bedroom that she and the Doctor now found themselves in, the lit fire behind them casting shadows across it, "Oh… definitely a magic door," she breathed softly, not wanting to wake the little girl that was now asleep in her bed, they had literally stepped from the Fifty-First Century into the Eighteenth with the single turn of a fireplace.

The Doctor nodded as he too glanced around the shadowy room, the ticking of a clock the loudest noise in the room, something that neither took too much notice of, the noise was an average one for a bedroom. The Doctor walked across the room, Sophie a step behind, following him quietly over to a window.

Sophie stood on the Doctor's left, peering through the window and out into the night taking in the view of Paris, a view that was bathed in a sheet of white as it snowed. A horse neighed and Reinette awoke with a gasp, sitting up rather wide-eyed at seeing two shadowy figures in her room.

"It's ok!" the Doctor quickly assured, holding up his hands, "Don't scream. It's us, it's the fireplace man and woman. Look," he murmured walking over to her, lighting a candle at her bedside so that she could see them, "The three of us were talking just a moment ago," the Doctor reminded her as Reinette continued to stare at them with wide startled eyes looking from one to the other and back again, "We were in your fireplace," he prompted with a grin.

"We didn't mean to startle you," Sophie attempted to reassure her, the fingers of a hand tangling into the ends of her hair.

Reinette stared at the two of them a moment longer, "Monsieur, Mademoiselle, that was weeks ago! That was months!"

Sophie blinked surprised, "Was it?"

Reinette nodded in response, her gaze going to the Doctor as he hummed thoughtfully and stepped back towards the fireplace, before she glanced back at the brunette who had her fingers twisting into the ends of her hair, "What's he doing?" she asked with curiosity.

Sophie shifted so that she could glance over at what the Doctor was doing, to see him examining the fireplace, sonic screwdriver still in hand. She turned her gaze back to Reinette and offered her a smile, "Knowing him, something clever."

"I'm always doing something clever," the Doctor responded casually not looking away from the fireplace and so missed the look Sophie gave him and the way Reinette smiled with amusement in response to it. He raised a hand and knocked, "Ooh," he murmured, "Must be a loose connection. Need to get a man in."

Reinette stared at the man's back a moment longer before turning her gaze again to the woman who was still standing by her bed, "But Mademoiselle, Monsieur, who are you? And what are you doing here?"

"Ok, that's scary…" the Doctor muttered and Sophie who'd turned her gaze back to Reinette as she pondered how to answer her question, turned it back to the Doctor and lifted her gaze to where he seemed to be looking and stilled at the sight of the ormolu clock on the mantel of the fireplace, her eyes widening at the loud ticking in the room… she hadn't noticed another clock in here… and that one was…

Reinette stared at the fireplace man quizzically, "You're scared of a broken clock?"

"Just a bit, yeah," the Doctor replied.

Reinette glanced over at the fireplace woman and frowned a bit at seeing her standing stock still, "You too, Mademoiselle?" Sophie quietly held up a hand indicating a small space between her thumb and forefinger as she continued to regard the broken clock on the mantel with wide-eyes.

"Just a little tiny bit," the Doctor continued, "Cos, you see, if this clock's broken, and it's the only clock in the room…" he paused and turned away from the fireplace looking at Sophie and Reinette, "Then what's that?"

The ticking in the room grew louder still and Sophie felt a small hand slip into hers, looking down she saw Reinette looking about, eyes wide with fear now. She tightened her grip reassuringly and Reinette shifted on the mattress pressing a bit closer to the older woman, her small hand tightening about the gloved one she'd latched onto.

The Doctor glanced around the room barely moving, "Cos, you see," he began slowly, his voice soft, "That's not a clock. You can tell by the resonance. Too big. Six feet, I'd say. Size of a man."

Sophie cast her own gaze about the room, eyeing the shadows, looking for anything as big as the Doctor was describing… but there was nothing that she could see and the ticking seemed to be coming from all around… she felt Reinette's hand tighten about hers a bit more and she gave it what she hoped was a reassuring squeeze even as her own heart beat quicker in fear.

"What is it?" Reinette asked her voice wavering slightly with her nervousness, glad for the hand she was holding as they both watched the Doctor check behind curtains.

He stepped away as he found nothing, "Now, let's think," he murmured faster now as his mind raced, "If you were a thing that ticked and you were hiding in someone's bedroom, first thing you do: break the clock. No one notices the sound of one clock ticking, but two?" he paused as he turned his gaze about the room again, "You might start to wonder if you're really alone."

He moved back towards the bed coming to stand by Sophie, "Now, Reinette," he murmured his voice soft and reassuring drawing the little girl's eyes to him, "I need you to do me a favour. I know it's going to be hard, because Spark's hand is a brilliant one to hold, especially when you're scared," Sophie blinked at him, whilst Reinette stared at him quietly mutinous in that moment, her small hand tightening around the woman's further, "But I'm going to need you to let go of it so she can step away a bit for me – just a bit," he assured and slowly Reinette released her grip on the woman's hand.

The Doctor gave the little girl a smile, before glancing over at Sophie meaningfully, their eyes meeting. Sophie swallowed thickly as realization hit… it was… whatever it was, was… _'Oh bugger…'_ she thought her gaze going to Reinette who looked so small and afraid on the bed as she stared at them both with wide-eyes.

' _Now Sparks, please,'_ the Doctor projected, _'I'm not going to let anything happen to her,'_ he promised.

' _I know,'_ Sophie replied without hesitation, but it didn't stop her reluctance to move away from the frightened little girl on the bed. Still, she slowly moved away, quietly stepping backwards and out of the way, offering Reinette what she hoped was a reassuring smile… a second later she thought she just may have succeeded even just a little, as the little girl managed to smile back.

"Back in the middle of the bed," the Doctor urged drawing Reinette's attention back to him and she shuffled back from the edge that she'd gotten close to in order to press closer to the woman the man had called 'Sparks' such a strange name to have, "Right in the middle, that's it," the Doctor encouraged her, "Don't put your hands or feet over the edge," he warned and Reinette nodded as she hugged her knees to her chest as she watched him.

Satisfied that both Sophie and Reinette where as safe as he could make them, the Doctor peered under the bed, pointing his sonic, he flicked it on, the tip flashing as it moved to scan, only for something to swipe at him from under the bed, knocking the sonic from his hand even as he jerked back startled.

Sophie inhaled sharply in surprise as the Doctor fell back, her eyes wide, she froze however as a shadowy figure appeared behind Reinette… a figure the size of a man… dressed like a French aristocrat and a rather disturbing porcelain mask and she had to bite her tongue to keep from crying out… she didn't want to scare Reinette anymore than she already was as the little girl stared wide-eyed at the Doctor as he slowly got back up and moved back towards the bed to peer under it once again, sonic screwdriver back in hand.

' _Doctor, behind Reinette!'_ Sophie projected and out of the corner of her eye saw him still, her own gaze still locked on the ominous figure with the disturbing porcelain smiley face mask.

The Doctor looked up at the warning and his gaze locked on the looming figure on the other side of the bed, "Reinette," he whispered, "Don't look around," he slowly straightened up, "You, stay exactly where you are," he told her as he stared at the figure, before looking down at Reinette on the bed then back to the figure, then back to Reinette frowning with disquiet.

"Hold still, let me look…" he murmured as he bent down towards her and took her face between his hands, locking his eyes with hers, staring intently, his disquieted expression deepening, before he glanced back up at the looming figure in shock, "You've been scanning her brain!" he exclaimed, glancing back at Reinette.

Behind him, Sophie frowned in concern and confusion as her gaze turned from the figure, that had remained motionless from the moment it had appeared on the other side of the bed, to Reinette who was still wide-eyed with terror, "Scanning her brain? Why would you need to scan her brain?"

' _Good question Sparks,'_ the Doctor thought as he released Reinette and turned back to the leering figure. He frowned at it as it remained silent, "What, you've crossed two galaxies and thousands of years just to scan a child's brain, and now can't even answer a question?" silence, "What could there be in a little girl's mind worth blowing a hole in the universe?"

"I don't understand… it wants me?" Reinette murmured with confusion before glancing over at the figure, not flinching at the sight of it despite her very real fear… just frowning in confusion, "You want me?"

The figure twitched it head in Reinette's direction in response, "Not yet," it replied in a distinctly mechanical voice, "You are incomplete," it stated.

The Doctor's frown deepened, "Incomplete? What's that mean, incomplete?" he demanded of it only for it to fall back into silence as it continued to stare at Reinette.

Sophie frowned at the droid, "She's a child, not a thing," she muttered, her fingers that were tangled in the ends of her hair once again, tugging lightly on the strands.

The Doctor glared at it as the silence from it continued and pointed his sonic screwdriver at it threateningly, "You can answer her, you can answer me. What do you mean, incomplete?"

In response, the droid began to make its way around the bed with jerky movements, _'I don't suppose it's on its way to give you a cuddle, is it?'_ Sophie projected as she warily watched its progress, she'd barely finished the question when it extended an arm out of its arm towards the Doctor a blade sliding out the point aimed for his face.

' _Nope, it's definitely not in a cuddly mood!'_ the Doctor responded as he tilted his head out of the way of the pointed tip.

"Monsieur, be careful!" Reinette cried in alarm.

"Just a nightmare, Reinette, don't worry about it. Everyone has nightmares," the Doctor reassured her as he began backing away from the droid, _'To the fireplace, Sparks,'_ he projected to her even as he came up beside her, his hand grasping hers, pulling her behind him protectively as they continued to back away from the advancing droid. It slashed and the Doctor dodged back pulling Sophie with him, the pair reaching the fireplace, "Even monsters from under the bed have nightmares, don't you, monster?"

The droid slashed again and the Doctor swiftly dodged to the side and the droid's blade hit the mantel and stuck.

"What do monsters have nightmares about?" Reinette wondered aloud as she watched the droid struggle to free itself from the mantel.

"Me!" the Doctor replied at the same time Sophie said.

"Him!"

"Ha!" the Doctor exclaimed smugly, smirking over at Sophie briefly, before he hit the mechanism he'd found earlier making the fireplace rotate.

"Doctor! Sophie!" Rose shouted as they were rotated back into the spaceship and the Fifty-First Century.

The two dashed away from the fireplace, the Doctor grabbed a gun-like object off a rack on the wall. He turned back to the struggling droid and pulled the trigger, spraying an icy substance from it. The struggling droid twitched one last time as it's joints seized as the icy substance froze it, before falling completely still.

"Excellent!" Mickey enthused appreciatively as he eyed the gun the Doctor was holding, "Ice gun!" he grinned.

The Doctor calmly tossed the 'weapon' to Rose who caught and looked it over with curiosity, "Fire Extinguisher," he corrected.

Sophie eyed the Fifty-First Century fire extinguisher curiously, it was actually kinda nifty she decided. Her eyes met Rose's as the blond looked up from the gun-shaped fire extinguisher and they shared a smile, before their attention returned to the frozen droid.

"Where'd that thing come from?" Rose asked as she eyed it.

"Here," the Doctor replied simply.

"So, why is it dressed up like that?" Mickey asked eyeing the Eighteenth Century, French aristocratic clothes it had donned.

"A disguise?" Sophie suggested, glancing from the droid to the Doctor inquisitively.

The Doctor nodded in agreement, "Field trip to France. Some kind of basic camouflage protocol," he explained, before he turned to it, eyeing the frozen droid intently, "Nice needlework, shame about the face," he commented, before he removed the mask, wig and all and handed it over to Sophie.

The brunette grimaced at it a little as she took it from him, looking down at it, "It's even creepier up close," she muttered and beside her, Rose nodded her agreement as she too peered down at the mask. Sophie grimaced at the leering mask one last time, before she happily set it aside.

"Oh, you are beautiful!" the Doctor cooed giddily as he examined the clockwork that removing the mask had revealed, Sophie, Rose and Mickey edging closer.

The Doctor pulled his spectacles from his pocket and slid them over his nose leaning in a bit closer as he examined it, "No, really, you are. You're gorgeous! Look at that!" Mickey arched an 'is he serious' brow, which had Rose shrugging in response lips curved up in an amused smirk at her boyfriend's expression.

Sophie shifted a little closer still, rising up onto the balls of her feet to get a better look at the clockwork, silently agreeing that there was a definite beauty to it, "Space age clockwork, I love it! I've got chills! Listen, seriously, I mean this from the heart, and by the way, count those," the Doctor gestured to both sides of his chest, "It would be a crime, it would be an act of vandalism to disassemble you," he gave it a last wistful look as he raised the sonic screwdriver pointing it at the droid, "But that won't stop me."

The droid creaked as it jerked back to life, it's head tilting and an arm rising up jerkily, before it disappeared.

Sophie blinked at the spot it had been, "I think it took exception to that," she murmured glancing about the room, not noticing the brief pout that crossed the Doctor's features. Rose caught it and she snorted in amusement grinning over at Mickey, before she returned her attention to glancing about the room for the disappeared clockwork droid.

The Doctor scratched at the back of his head, "Short range teleport," he muttered stashing his sonic screwdriver back into his pocket, "Can't have got far. Could still be on board," he took Sophie's hand in his, "Come on, Sparks," he murmured as he started for the fireplace, Sophie a step behind as she allowed him to lead her back over to the 'magic door'.

Rose stared after them, "What is it?"

The Doctor turned back to look at her and Mickey pointing a finger, "Don't go looking for it!" he warned seriously giving them both a firm look.

"Where're you guys going?"

Sophie glanced back at her, "France," she replied before turning back to the fireplace, they'd left a scared little girl behind. Beside her, the Doctor smiled fondly at her and she blinked, had she… she gave him a sheepish look and smiled apologetically at him a light embarrassed flush heating her cheeks… she really had to get better at keeping her thoughts to herself.

"Back in a sec," the Doctor called over his shoulder, unwittingly cutting off Rose who'd opened her mouth to say something else, he hit the mechanism and the fireplace rotated.

Rose pouted a little as the pair disappeared from view once again, she would have liked to see France, before she shook it off glancing about the interior of the room in the spaceship they were in, France wasn't going anywhere, and she had a Fifty-First Century spaceship to explore. She hefted the fire extinguisher between her hands, holding it in her hands like a big gun.

Mickey eyed her recognizing the look in her eyes, "He said not to look for it…" he pointed out trailing at the look she gave him.

Rose feigned a serious look, "Yeah, he did," she agreed, her eyes met his and they stared at each other for a moment. She broke into a grin, her tongue poking out from between her teeth when Mickey turned and grabbed a fire extinguisher of his own off the rack, returning her grin as he turned back to face her, "Now you're getting it!" she cheered with a laugh, before they turned and jogged out of the room both eager to explore.

 ***O*O*O***

Sophie blinked as she stared at the room she and the Doctor had ended up in, lingering by the fireplace a moment after the Doctor had already moved away, "Reinette…?" he called as Sophie moved further into the room, "Just checking you're ok…"

She wandered quietly, her eyes roving about the bedroom that was now a plush red and gold… and looked nothing like the bedroom of a little girl. She moved back towards the Doctor as he played a couple of notes on the harp, he'd paused by. Sophie felt eyes on her and she turned towards the door, her eyes widening a little at the sight of a young woman with blond hair dressed in a beautiful light blue gown.

"Uh, hi…" Sophie greeted awkwardly a hand coming up to tangle in the ends of her hair, and the woman's head tilted ever so slightly a smile touching her lips.

The Doctor glanced up from the harp at the sound of Sophie's voice, his own gaze landing on the young woman, "Oh, hello!" he exclaimed surprised, pulling off his spectacles, "Um, we were just looking for Reinette. Uh, this still her room, isn't it? We've been away, not sure how long," he said a bit awkwardly himself as he glanced about the room that had changed so much since the last time they'd been in it.

"Reinette!" the voice of an older woman called from somewhere outside of the room, "We're ready to go!"

"Go to the carriage, Mother," the young woman called back her eyes fixed on the two people in her room, "I will join you there," Reinette stepped towards them away from her door, "It is customary, I think to have imaginary friends only during one's childhood," she teased lightly and Sophie's hand released her hair as she relaxed a bit, smiling warmly at the young woman that had been a little girl the last time they'd come through the 'magic door', "You both ought to be congratulated on your persistence."

"Reinette!" the Doctor exclaimed with a grin, "You've grown up!" he jested jovially.

Reinette eyed them both as she came closer still, "And neither of you appear to have aged a single day. That is tremendously impolite of you both."

"Right, yes… sorry. Um… um… um…" the Doctor muttered floundering a bit on just what he could say to that, "Listen, lovely to catch up, but we better be off, eh? Don't want your mother finding you up here with a couple of strangers, do we?"

"Strangers?" Reinette murmured questioningly as she eyed the two of them coming closer still, eyeing them both with wonder, "How could either of you be strangers to me? I've known you both since I was seven years old."

The Doctor smiled lightly, "I suppose you have. We came the quick route."

Reinette eyed them a moment longer, before she extended a hand, reaching to brush her fingers across Sophie's cheek. The petite brunette flinched back on instinct, and Reinette's hand was halted as the Doctor's hand closed about her wrist, his grip firm but not painful as he prevented her from touching as she had intended. Reinette glanced from her fireplace woman to her fireplace man, "Forgive me…" she murmured sincerely, "I didn't mean any imposition or offence…"

Sophie nodded offering her a smile that was once again awkward, "It's ok, I just… um…" she hedged falling silent words escaping her, her fingers once again tangling into the ends of her hair. She let out a small breath and relaxed a bit, tension falling from her petite frame, as the Doctor brushed his consciousness against her reassuringly, her own returning the gesture gratefully.

Reinette looked down at her wrist where her fireplace man had griped her, the feel of his fingers still lingering on her skin, "You seem to be flesh and blood, at any rate," she mused, "But this is absurd. Reason tells me you cannot be real."

"Reason doesn't mean much around him," Sophie said with a small gesture towards the Doctor who merely shrugged.

"Eh, you don't wanna listen to reason anyway. That's boring!"

Reinette eyed them curiously, her mind abuzz with questions, one forming after the other, all of them burning at the tip of her tongue…

"Mademoiselle! Your mother grows impatient!" a manservant called from a distance.

Reinette's head snapped towards the door, irritation sparking at the inconvenient interruption, "A moment!" she called back buying herself, at least, a little more time. She looked back at the two that reason told her were impossible and yet where before her and as real as she was all the same, "So many questions. So, little time…" she sighed, trying to decide on which to ask first. She'd just opened her mouth to ask when the manservant called again… voice much closer than before.

"Mademoiselle Poisson!"

Reinette shot them a last look, before she forced herself to turn from her fireplace man and fireplace woman. She ran for the door, being sure to grab the purse off her dressing table as she went.

"Poisson?" the Doctor muttered questioningly, his eyes landing on the manservant who'd stepped into the room in search of the mademoiselle only to stop dead at the sight of them, "Reinette Poisson?" he gaped in realization whilst the manservant stared at the two of them in bemusement, "No… no, no, no, no, no way! Reinette Poisson?!" he asked the man, hurrying over to him not letting him get a word in as he continued talking rather quickly now in excitement, "Later Madame Etoiles?" Sophie's eyes widened as realization hit her too at that… the name Poisson had sounded familiar, but that, Poisson! "Later still Mistress of Louis the Fifteenth, uncrowned Queen of France?" he spun on his heel grinning manically as he ran back over to Sophie who was staring at him eyes wide and alight with awe.

The petite brunette let out an exclamation of surprise as he swept her up into his arms, lifting her feet off the ground as he spun them about, heading towards the fireplace. Sophie's wide hazel flecked blue eyes met with his, "Really…?" she asked her voice soft almost a whisper, and more than bit breathy with her surprise and awe.

The Doctor nodded enthusiastically in response, talking faster still, "Actress, artist, musician, dancer, courtesan, fantastic gardener!" he let out an exulted laugh, whilst Sophie smiled widely letting out a light laugh of her own.

"Who the hell are you?!" the manservant demanded no longer bemused at seeing the two strangers in the Mademoiselle's bedroom.

"I'm the Doctor, and this is Sparks," the Doctor threw over his shoulder.

"Oi!" Sophie protested as he set her back on her feet her hands sliding from where they'd been resting on his shoulders, "Don't start introducing me like that!" she whinged with a scowl, "It's Sophie!" she called over to the manservant who was once again staring rather bemused unsure what to make of the pair.

"Sparks!" the Doctor exclaimed far to giddy in that moment to pay much attention to his slip on her name, "We just met Madame de Pompadour!" he laughed manically as he hit the mechanism that sent the fireplace into its rotation, and Sophie couldn't help but grin again, they had! They really had just met Madame de Pompadour!

The fireplace clicked back into place on the spaceship in the Fifty-First Century and the two stepped away from it glancing about in search of Rose and Mickey.

"Rose!" the Doctor called turning to stare in another direction, "Mickey!" he sighed with irritation at not seeing hide or hair of them, "Every time!" he grumped his hand reaching to grasp Sophie's only for his hand to grope at thin air. He spun to where she'd been not two seconds ago and he groaned loudly in exasperation at the empty space. She'd been right there! Right beside him, not a second ago he was sure of it! Completely! But she was gone, and he hadn't even heard her shift! She was a bleedin' cat!

"That's it!" he griped as he marched off in the only direction she could have gone, his consciousness searching for hers, "She needs a bell!" he continued to gripe as he stalked along a corridor, heading in the direction he could feel the petite brunette with long strides, "A nice little bell, make a lovely little sound every time she moves!" he muttered rather loudly with his irritation, "I mean, it's rule one. Don't wander off. I tell them, I do. Rule one! There could be anything on this ship!" he carried on with his rather peeved griping as he turned a corner his eyes landing on Sophie where she was standing her back to him, stroking… a white horse.

The horse whinnied and the Doctor blinked, before he smiled and laughed. He had just said 'anything' though admittedly he hadn't had a horse in mind. At the sound the petite brunette glanced over at him and then away… the Doctor blinked again at the reaction his amusement fading away, that was… odd…?

 ***O*O*O***

Rose watched Mickey as he did his best to 'Indiana Jones it' down the corridor they were in, her brow furrowed just a bit on his back as she tried to decide if she was more amused by the display or annoyed by it. She glanced away from him with a roll of her eyes, she was leaning more towards annoyance. Her gaze roamed the walls of the corridor they were in, sniffing a little… it seemed like maybe they were getting closer to the kitchens, the scent of roasting meat was heavier in the air now.

A bit ahead of her Mickey completed another 'drop and roll' move when he noticed a camera looking down at him, moving closer as it blinked once, "Are you looking at me?" Mickey asked it curiously, and the camera lowered itself closer to him and Mickey's eyes widened at what he saw, jumping back a bit in his surprise, unable to help the surprised squeak that escaped him.

Drawn by the noise Rose wandered over to him eyeing him with a slightly raised brow. Mickey gestured at the camera, "Look at this," he insisted and she did so, her nose scrunching a bit at the sight, "That's an eye in there!" Mickey exclaimed as he took another look too, "That's a real eye!" and they both watched as apparently satisfied the camera retreated back up into its spot on high on the wall.

Rose blinked a bit as she became aware of a strange low 'thump-thump, thump-thump' coming from somewhere nearby. She turned eyes searching as she bent down a bit, her eyes landing on a small circular hatch in the bulkhead. She reached for it, curious, only to jerk her hand back as scalded her, determined she tried again, this time managing to get it open. She and Mickey both stared at what was nestled in amongst the wires and pipes… what was attached to the wires and pipes.

"What is that?" Mickey asked mind not wanting to make sense of what it was his eyes were seeing, "What's that in middle there? It's like its wired in."

"It's a heart, Mickey…" Rose breathed out in quiet disgust as she eyed the muscle that was beating away causing the low 'thump-thump, thump-thump' that had drawn her attention in the first place, "That's a human heart."

 ***O*O*O***

Sophie huffed under her breath as she strode into another corridor of the spaceship with the Doctor, her brow scrunched in annoyance. Perhaps she was over reacting, but she couldn't help the feeling. Her fingers that were making a lovely mess of the ends of hair jerked against the strands as she huffed out another breath determinedly ignoring the feel of his eyes on her as she continued to put one foot in front of the other.

' _A bell?!'_ she mentally huffed again, what made him think he could say that she needed a bell...? She curled her fingers harder into the ends of her hair with irritation. _'As in a bleedin' collar with a little bell! Like a frikkin' cat!'_ she huffed again... that was probably exactly what he'd been thinking, he'd called her a cat before. And... _'Urgh! Why am I even letting this get to me so much?'_ she wondered. It wasn't like she had to wear one just cos he said she needed one! She let out another low huff of air...

It wasn't like she'd meant to wander off on him or anything... she hadn't even thought she was being especially quiet with her steps. She'd just started off in the direction she'd assumed they'd gone... there'd only been two exists discounting the 'magic door' and if Rose and Mickey were wandering they weren't likely to go back.

And honestly, she'd thought he was right behind her... but then she hadn't been paying all that much attention either she mused, a little of the wind leaving her sails. She'd been caught up in her thoughts of Reinette Poisson and of just where Rose and Mickey had gotten off too that she'd kind of been on an autopilot... it hadn't been until she'd stumbled on the rather friendly horse that she'd realized she was alone and then she'd decided to wait instead of risk getting lost trying to find her way back to the Doctor... of course then she'd heard his griping...

"...Sparks!"

Sophie blinked pulled out of her thoughts by the shout and focused her gaze on the Doctor.

He nodded seemingly satisfied that he had her attention, "Now that you're back with me. Care to tell me what's got you all in a huff?"

"I'm not..." Sophie began only to trail off as the Doctor arched a brow at her.

"You've got the you're annoyed frowny face going and I've counted oh, 5 huffy breaths from you since we've entered this corridor alone. Somethings bothering you," he insisted staring at her intently, "And I'd like to know what."

"I'm trying not to be," Sophie muttered after a moment.

The Doctor paused in his stride turning to face her fully as she stopped with him, "I'd still like to know," he persisted.

Sophie sighed softly, fingers still tangling in her hair, "It's just... a bell? Really? A bell?!"

"Well, it's not like I'm going to make you wear one Sparks," the Doctor replied, his eyes meeting hers, "I was just annoyed and worried. Anything could be on this ship and you'd gone and disappeared. And, I didn't mean it the way it probably sounded."

Sophie nodded, fingers stilling in her hair, "I know?" she murmured quietly, "It's why I was trying to not be annoyed. I just heard bell and all I could think was one on a collar – like a cats," she muttered. Her eyes narrowed on him a little as his lips quirked up in a small smile, she pointed a finger at him, "Don't go getting any ideas!"

"Wouldn't dream of it, Sparks," he said easily though the amused smile continued to play about his lips.

Sophie nodded, before she stilled, her eyes narrowing on him again as she realized that he hadn't been at all surprised by what had been bothering her, "…I was projecting at you the whole time, wasn't I?"

The Doctor scratched at his ear, "A lot of it, yeah," he admitted.

Sophie groaned exasperated at herself now as she slumped against the wall of the corridor they were in. There she was trying to keep it to herself, but the entire time she'd been giving him a running commentary. _'Bugger...! Just bugger!'_ She turned her gaze back to him, eyes apologetic, finding him still watching her intently, a quiet patience about him, "Why didn't you um, cut in...?" she gestured at her head.

The Doctor shrugged, "I was going to, if that last shout hadn't done the trick."

Sophie nodded again, expelling a soft breath of air as she straightened up, eyeing him for an extended moment, their gazes locking, "You know why I keep accidentally projecting, don't you?" she half stated, half questioned. The Doctor merely smiled in response.

' _Oh, he totally does!'_ Sophie realized, she frowned at him a bit, her head cocking to the side slightly, "You're not going to tell me, are you?"

The Doctor's smile widened, eyes amused before he turned to continue down the corridor? "Come on, we still have a blond in a 'Wichita Falls' shirt and an Idiot to find."

Sophie stepped after him still frowning just a bit at his back, _'Foxy Git,'_ she thought and then stilled as the Doctor paused, her eyes widening a little as she tried to remember if that thought had been behind her shields or left to float about where it pleased.

The Doctor turned back to her a rather smug smirk curving his lips, "You think I'm foxy?" he asked.

Sophie groaned, her cheeks heating as she suddenly felt rather awkward and embarrassed under his gaze, her stomach doing that odd flip flop somersault and her heart beating a bit faster, "I, um... it's your smile..." she muttered a bit self-consciously, "That one," she gestured at the smile curling up his lips, "It's, well, it's... foxy," she muttered glancing away from him, it wasn't the only thing, but it stood out to her, she liked his smile… all of them...

' _Anytime you wanna stop looking at me like that... that'd be fantastic...'_

The Doctor turned and starting walking again, still smiling rather smugly, "I like it better then Jerk-Mc-Jerk face," he mused aloud.

Sophie felt her shoulders slump, "You knew about that one too?"

The Doctor nodded, shooting her another smile, "You did project it at me once," he reminded her.

Sophie nodded, "Wasn't sure if it had worked," she muttered, he hadn't said anything in response at the time. She blinked as his hand closed about the wrist of her hand that was still tangled in her hair, before he gently pulled it away, his fingers sliding down to take her gloved hand, giving it a bit of a squeeze as he grinned at her.

"Course it worked, you've got no trouble projecting, it's keeping ya thoughts you don't want heard to yourself that you struggle with," he teased.

"Well, if you'd just tell me why I'm doing it I may be able to stop that," Sophie retorted, giving him a look.

' _Ah, but where's the fun in that, Sparks?'_ the Doctor responded, his tone light and teasing as he started moving a bit faster down the corridor.

Sophie shot him a mildly irritated look, _'I thought that'd be obvious?'_ she retorted and the Doctor squeezed her hand again, a mental laugh reaching her that had her lips twitching upwards despite herself.

"Rose?" he called as they reached a junction of corridors.

"We're a bit lost, aren't we?" Sophie asked as she glanced down the corridors, before turning her gaze back to him.

"Course not… not at all lost," the Doctor replied a bit distracted, before the sound of hooves drew closer once again and he turned to the horse that had taken to following them, "Will you stop following us? We're not your parents!" he attempted to shoo, the horse merely whinnied at him as it calmly moved closer nosing up against Sophie who reached up with her freehand giving the beautiful white horse another stroke, "Stop encouraging him," he lightly scolded and Sophie glanced over at him, stroking the horses nose as he nosed her again. He shook his head, smiling slightly, before he noticed a set of white French double doors and he moved towards them, taking Sophie with him. He opened them peering inside to see a vast patch of land, "So, this is where you came from, eh, horsey?"

The Doctor shifted his grip on Sophie's hand determined that she wouldn't accidentally slip away on him again as he stepped through the doors and out onto a grassy courtyard. They spotted a familiar figure walking and the Doctor nodded over to a low wall and a pillar and the two quickly shifted over to it, leaning against it, obscuring themselves from view as Reinette strolled past, arm-in-arm with a friend, the two peeking out to watch.

"Oh, Catherine, you are too wicked," Reinette said with a laugh, only to suddenly turn around, catching sight of something out of the corner of her eye. The Doctor ducked down, back behind the pillar and out of view, pulling Sophie with him in a swift movement.

"Oh, speaking of wicked," Catherine drew Reinette's attention back and the two began strolling again, "I hear Madame de Chateauroux is ill and close to death."

"Yes," Reinette agreed and behind her, the Doctor and Sophie straightened up leaning against the wall once again, "I am devastated," she let out a light laugh.

"Oh, indeed," Catherine agreed with a laugh of her own, "I myself am frequently inconsolable. The King will therefore be requiring a new Mistress. You love the King, of course?"

Reinette nodded, "He is the King, and I love him with all my heart. And I look forward to meeting him," she replied, behind them a peacock called and Reinette looked back again, barely missing the Doctor as he swiftly pulled himself and Sophie out of sight behind the pillar once more.

Catherine glanced at her with concern, "Is something wrong, my dear?"

"Not wrong, no," Reinette responded and linked her arm with Catherine's again as they continued on the Doctor and Sophie peeking out from behind the pillar once more watching as the two walked on.

"Every woman in Paris knows your ambitions," Katherine commented eyeing her friend.

"Every woman in Paris shares them," Reinette replied.

"You know of course that the King is to attend the Yew Tree ball?"

Reinette grinned, "As am I."

Behind them the Doctor and Sophie moved out from behind the wall and pillar, the pair watching them go for another moment, before the Doctor pulled his gaze away to look at Sophie, smile curving up his lips, "Come on… let's keep moving," he murmured and Sophie nodded her agreement, sparing a last look at the retreating figure of Reinette, before they turned and headed back into the spaceship to continue their search for Rose and Mickey.

 ***O*O*O***

Rose and Mickey carried on down another corridor, the cameras following their progress, "Maybe it wasn't a real heart," Mickey suggested a bit hopefully.

Rose sighed out a breath, shooting him a mildly annoyed look, honestly, why did he have to keep going on about it, "Course it was a real heart," she muttered as she glanced casually down the corridor.

Mickey turned his head to look at her, taking in her completely calm countenance, "Is this like normal for you?" he asked, "Is this an average day?"

"Life with the Doctor, Mickey – no more average days," Rose replied offering him a small smile, before she moved past him and on down the corridor.

Mickey sighed a bit, eyeing her with resignation once again, before he caught up, the pair stopping by a large window. He couldn't stop the grin, even if he'd tried, "It's France again," he exclaimed with a bit of an awed laugh, "We can see France."

"I think we're looking through a mirror," Rose murmured squinting a bit as she peered through the thick glass pane they were standing in front of.

A man walked into the room they were peering into, followed by two others in white wigs, Mickey couldn't help but shake his head at the pompous attire of the first, "Blimey, look at this guy," he said dismissively, "Who does he think he is?" he queried to no one in particular.

"The King of France," the Doctor replied from behind them, the pair turned and Rose smiled widely at him and Sophie and Mickey let out a small sighing breath as he regarded her complete joy at their return.

"Oh, here's trouble," she teased, stepping over to them, she linked arms with Sophie, "Took you long enough," she commented eyeing them.

Sophie returned it the look, "Well, if you two hadn't wandered off…" she trailed off a bit teasingly.

"You can't talk," the Doctor muttered giving her a look, "There one minute gone the next," he said and Sophie glanced over at him a bit sheepishly.

"Didn't mean to," she muttered, her lower lip jutting out slightly in a small pout as she turned her gaze back to the glass, missing how the Doctor's lips curved up into a small amused smile once again.

Rose glanced from one to the other and back again, her gaze curious, "What have you two been up to?"

The Doctor shrugged his own gaze going to the King as he peered through the mirror, "Oh, this and that. Became the imaginary friends of a future French aristocrat… picked a fight with a clockwork man. Behind them a horse whinnied and the Doctor sighed, "Oh, and Sparks made friends with a horse."

They glanced back as the white horse trotted round the corner and into view, "He has been following us through the ship," Sophie mused softly.

"Cos, you patted him," the Doctor replied and Sophie shrugged, she hadn't known the horse would follow them about just cos she'd given him a bit of a pat, or two… or three… ok a lot of attention, but he was gorgeous, and she hadn't been able to resist, not that she'd tried… he really was a beautiful horse.

Rose shook her head in amusement, "Only you Space-Cadet," she teased with a light chuckle and Sophie shrugged again.

"What's a horse doing on a spaceship?" Mickey asked eyeing the horse with confusion as the animal gave its head a shake whinnying once again.

"Mickey, what's pre-Revolutionary France doing on a spaceship?" The Doctor replied with condescension, "Get a little perspective," he turned his attention back to the window and pointed at it as he started to elaborate, "See these? They're all over the place. On every deck. Gateways to history. But not just any old history…" his fingers brushed over the glass as the doors opened again and Reinette walked into the room, "Hers. Time windows… deliberately arranged along the life of one particular woman. A spaceship from the Fifty-First Century stalking a woman from the Eighteenth. Why?"

"Probably for the same reason the clockwork man was scanning her brain," Sophie murmured softly, her expression pensive. It didn't make any sense to her… what in the universe could the droids want with Reinette?

Beside her the Doctor nodded in response to her murmur, his brow furrowed as he pondered much the same as he watched the scene between Reinette Poisson and King Louis the Fifteenth that was playing out before them.

Rose glanced from the pretty blond to look over at the Doctor and Sophie, a small crease to her brow, "Who is she?"

"Jeanne-Antoinette Poisson," the Doctor replied, "Known to her friends as Reinette. One of the most accomplished women who ever lived."

Rose squinted through the glass again, eyeing the blond on the other side of it once again, watching as she flirted with the King, "So, has she got plans to be his Queen, then?"

Sophie shook her head in the negative in response, the Doctor speaking at the same moment, "No, he's already got a Queen. She's got plans of being his Mistress."

"Oh, I get it," Rose said with a smirk, "Camilla," she and Mickey laughed whilst Sophie shook her head in light amusement at them, her gaze fixed on Reinette and King Louis.

"I think this is the night they met," the Doctor mused as they watched as the King and his two servants left the room, "The night of the Yew Tree ball. In no time flat, she'll get herself established as his official Mistress, with her own rooms at the palace… even her own title. Madame de Pompadour."

They watched as Reinette approached the pane they were standing behind, checking her appearance in the mirror, "Queen must have loved her…" Rose murmured as Reinette fixed herself up completely unaware that she was being watched.

"Oh, she did," the Doctor replied, "They get on very well."

Mickey glanced over at him incredulously, "The King's wife and the King's girlfriend?" he couldn't help but scoff.

The Doctor shrugged, "France. It's a different planet."

"That's either funny, or ironic coming from you," Sophie mused as she glanced over at the Doctor a small teasing smile curving up her lips, "I can't decide," and the Doctor grinned at her, before the sound of ticking reached them and the Doctor glanced about, his smile slipping away as his eyes landed on a clock on the mantel. A clock that was broken, and yet the sound of a ticking clock persisted.

Sophie's own gaze, that had been searching about for the source of the ticking, landed on the broken face of the clock on the mantel and she stilled at the sight of the smashed face of it… she'd been hoping that it was a clock… she _really_ had been hoping that it was just a normal clock and not one of the clockwork droids…

Reinette paused in her primping as she became aware of the ticking in the room that had been absent the noise just a moment ago. She spun sharply, her eyes wide as her gaze landed on a figure of a woman in the corner of the room, her back to her.

"How long have you been standing there?!" she demanded of the figure that was standing in the shadows, "Show yourself!" the figure slowly spun to reveal a masked face. Reinette's eyes further in fear as the figure slowly began to advance.

The Doctor grabbed the fire extinguisher from Mickey and swiftly swung the mirror around and hastened into the room towards the advancing droid, Sophie, Rose and Mickey following after him, "Hello, Reinette. Hasn't time flown?" he called the greeting as Reinette turned to look at the newcomers.

"Fireplace man!" she exclaimed as he moved past her, her gaze going to those behind him, two unfamiliar and another that was, "Fireplace woman!"

"Hello again," Sophie greeted as the Doctor aimed the extinguisher at the clockwork droid and sprayed it, freezing it in place, he tossed the extinguisher back to Mickey, who caught it, as he stepped closer to the droid, that began to click and whirr loudly.

Mickey eyed the droid cautiously, "What's it doing?" he asked.

"Switching back on," the Doctor answered, "Melting the ice."

"And then what?" Mickey pressed him.

"Then it kills everyone in the room," the Doctor replied bluntly, the next moment he was jumping back away from the droid and the arm that it had shot out towards his throat, "Focuses the mind, doesn't it?" he called over his shoulder as he backed up a bit, never taking his eyes off the droid, "Who are you? Identify yourself!" he demanded of the droid, only for it to remain silent, merely cocking its head slightly. He glanced over at Reinette, "Order it to answer me."

"Why should it listen to me?" Reinette asked with a furrowed brow, eyeing her fireplace man with confusion.

The Doctor shrugged, "I don't know. It did when you were a child. Let's see if you've still got it."

Reinette swallowed, before she turned to the droid, "Answer his question. Answer any and all questions put to you," she demanded of it.

Sophie released a breath that she hadn't even realized that she'd been holding as the droid shifted, it's arm lowering back down to its side with a clicking noise as it's inner mechanisms still a bit stiff from the icy substance it had been sprayed with moved into a less threatening stance, "I am repair droid seven," it answered.

The Doctor frowned at it, "What happened to the ship, then? There was a lot of damage."

"Ion storm. Eighty-two percent systems failure," the droid responded.

"That ship hasn't moved in over a year. What's taken you so long?" the Doctor asked as he eyed the droid incredulously.

"We did not have the parts," the droid replied.

Mickey snorted out a laugh, "Always comes down to that, doesn't it? The parts," he mocked, and Sophie glanced over at him mildly confused at what he was finding so funny, before her attention was drawn back to the droid and the Doctor as he posed his next question to it.

"What's happened to the crew? Where are they?"

"We did not have the parts," the droid repeated.

"There should have been over fifty people on your ship. Where did they go?" the Doctor asked persistently.

"We did not have the parts," the droid repeated again, and Sophie paled as a sudden horrible thought occurred to her…

"Fifty people don't just disappear!" the Doctor insisted, "Where…? Oh."

' _Don't say it… oh, please don't say it…'_ Sophie thought her stomach churning sickeningly as realization dawned on the Doctor's face.

"You didn't have the parts, so you used the crew," he murmured, his expression grim.

"The crew?" Mickey asked and Sophie glanced over at him again to see that his earlier amusement had turned to confusion.

Rose eyes widened in horrified realization, "We found a camera with an eye in it…" she murmured quietly, her voice beginning to waver slightly as she continued, "And there was a heart… wired into the machinery."

Sophie swallowed thickly, her throat feeling tight as she turned her troubled gaze back to the droid that hadn't moved since it had started to answer questions as Reinette had instructed… the repair droids… they'd literally torn the crew apart in search of parts… fifty… over fifty people on the ship the Doctor had said.

"It was just doing what it was programmed to," the Doctor murmured grimly and Mickey's face froze as he felt bile threatening to rise, "Repairing the ship any way it can, with whatever it could find. No one told it the crew weren't on the menu. What did you say the flight deck smelt of?" he asked Rose over his shoulder.

Rose's lower lip quivered, "Someone cooking…" she murmured quietly and beside her Mickey looked down recalling his comment on 'Sunday roast'.

"Flesh plus heat. Barbeque," the Doctor replied and Sophie took a deep breath in an attempt to steady herself against the churning of her stomach, "But what are you doing here?" the Doctor questioned the droid, furrowed brow deepening in growing confusion, "You've opened up time windows. That takes colossal energy. Why come here, you could have gone to your repair yard. Instead you come to Eighteenth Century France? Why?"

"One more part is required," the droid responded, it's head jerking to the side with a click as they all glanced over at the young aristocrat who was still looking a bit ill, but was furrowing her brow at the droid, her expression belying the nervousness in her eyes.

The Doctor turned his gaze back to the droid, "Then why haven't you taken it?"

"She is incomplete," the droid responded and Sophie frowned, they kept saying that, 'she was incomplete' how the hell was a human incomplete?

The Doctor shook his head, eyeing the droid incredulously once again, "What… so, that's the plan, then. Just keep opening up more and more time windows, scanning her brain, checking to see if she's done yet?" he questioned dubiously.

"Why her?" Rose asked with confusion, "You've got all of history to choose from. Why specifically her?"

"We are the same."

Sophie blinked in surprise, glancing from the droid to Reinette who was staring at it wide-eyed once again, then back to the droid, "What…?"

"We are not the same," Reinette protested with confusion and indignance, "We are in no sense the same!"

"We are the same," the droid said again.

Reinette took an angry step forward, pointing an outraged finger at the droid, "Get out of here! Get out of here this instant!" she demanded.

"Reinette, no!" the Doctor attempted to stop her, but it was a beat too late as the droid compiled activating it teleport to disappear from sight.

"Oh, bugger…" Sophie muttered as she glanced about the grand room they were in, half expecting it to pop back in… Reinette hadn't told it to stay away… just to leave, and if they wanted her that badly, she doubted the droids would be gone for long.

"It's back on the ship," the Doctor muttered, before quickly turning to his companions, "Rose, take Mickey and Arthur. Get after it. Follow it," he ordered, "Don't approach it," he cautioned, "Just watch what it does."

Rose stared at him quizzically, "Arthur?"

"Good name for a horse," the Doctor replied.

Rose rolled her eyes with exasperation, "No, you're not keeping the horse!" she told him firmly levelling a look on him as she and Mickey started for the door.

"I let you keep Mickey!" the Doctor retorted equally exasperated as he followed them towards the door, "Now go! Go! Go!" he urged them out the door closing the pane behind them, before turning back to the room marching back towards Reinette and Sophie.

Sophie turned her gaze from the closed pane to the Doctor, "And me?" she asked him.

"I need you to stay here, keep a look out for me," the Doctor responded, speaking quickly, "The last thing we need is for it to sneak up on us, possibly with friends, or for one of the French aristocracy to stumble in," Sophie nodded her understanding and glanced about the room before beginning to make her way towards the door the King had entered and exited through, "Who knows what that'd do to history," the Doctor muttered glancing after Sophie briefly, before turning his full attention to Reinette who was staring at him a little dubiously.

"Reinette, you're going to have to trust me," the Doctor urged as he stepped in closer to her, "I need to find out what they're looking for, there's only one way I can do that," he reached up placing his fingers against her temples his eyes meeting hers earnestly, "It won't hurt a bit," he promised, a second later Reinette was closing her eyes, inhaling sharply as she felt the oddest sensation. The Doctor followed suit as he concentrated on what he needed to do.

From where she was by the door, her ears peeled for the sound of ticking as she peeked out through a small sliver she'd creaked one of the large doors, Sophie found herself glancing back as the Doctor fell silent, her teeth sank into her lower lip at the sight of the pair of them so close, the Doctor's hands on Reinette's temples… the oddest sensation assaulting her that had her heart clenching in her chest.

She frowned at herself with confusion, her teeth sinking harder in the soft flesh of her lower lip. She looked away giving herself a firm shake as she refocused her attention doing a quick scan of the room with her eyes, ears straining for the sound of ticking before she turned back to the door peering out to see if anyone was approaching. Her body was doing the oddest things lately at the oddest of times… she sighed quietly, really… she wished that it would stop, it was really very distracting!

"Fireplace man… you are inside my mind," Reinette breathed.

"Oh dear, Reinette," the Doctor sighed with a slightly furrowed brow, "You've had some cowboys in here."

 ***O*O*O***

Rose and Mickey walked down another corridor of the spaceship, their fire extinguishers clasped firmly in hand as they searched for the clockwork droid. Another moment of silence passed between them, before Mickey couldn't help himself, a short laugh escaping him as he glanced over at Rose, "So, that Doctor, eh…?"

Rose glanced over at him frowning in irritation at the suggestive tone in his voice, "What are you talking about?"

Mickey shrugged grinning a bit derisively, "Well! Madame de Pompadour! Sarah Jane Smith! Cleopatra!"

Rose rolled her eyes scathingly in response, even though her hands tightened around the fire extinguisher she was holding, "He mentioned Cleopatra once," she retorted irritably.

Mickey shrugged, "Yeah, but he called her Cleo!" he reminded her vehemently, eyeing his girlfriend intently.

"So…?" Rose muttered a bit testily as they stopped in the corridor, and she turned towards him, her expression mulish.

"So! It just proves what I've been saying all along don't it?" Rose scowled at him darkly, "That he's just like every other guy out there," he insisted, a bit flatly.

Rose rolled her eyes, "It doesn't prove anything!" she insisted sharply, "What is it with you and the Doctor, huh? Every time I turn around the two of you seem to be having a go at each other?" she said with frustration.

Mickey gave her an incredulous, 'Really? Did you really just ask me that look?', "It might have something to do with the fact he ran off with my girl," he grumped aggravatedly.

Rose blinked and then frowned and then rolled her eyes in ever growing frustration, "How many times do I have to tell you?! It's not like that between me and him! Not at all!" she told him levelling an unimpressed look at him, "He likes Sophie! Sophie!" she stated her voice rising a little in her agitation, "Cute brunette, blue eyes, about so high," she indicated with her hand, "Can barely keep his eyes off her? Have you not been seeing any of that or are you just blind?" she snarked at him.

"Yeah, I've seen it," Mickey grumped in return, frowning at her heavily, "Doesn't change the fact that you ran off with him, does it?"

Rose gave him a slightly hurt look, even as anger still contorted her features, "I asked you to come!" she yelled at him. She had, she'd asked and he hadn't said a word… not one against the Doctor's refusal at the time! Not one little murmur!

"And I wanted you to stay!" Mickey shot back, his tone terse with hurt at all the times he'd had to watch as she came back, only to be completely absorbed with the Doctor, and Sophie… her thoughts on them all the time even when she'd come back for about a week. She'd done nothing but talk about him. Him and Sophie and the Tardis and when she wasn't, she'd been moping about waiting for them to come back!

"I couldn't, Mickey," Rose replied, her voice gentling.

Mickey nodded, glancing briefly away from the blond to take in the corridor they were in once again, "Yeah… I know," he muttered, and he did… and he got it… now more than ever, now that he was here on a spaceship in the Fifty-First Century… he did. His gaze returned to Rose who was staring at him, that new understanding didn't make how easy it was for her to just leave him behind hurt any less. Especially when…

"Mickey!" Rose cried a warning with wide eyes as she saw one of the droids suddenly appear behind her boyfriend, and then she felt a sharp painful prick of something wickedly sharp and everything went dark.

 ***O*O*O***

"You are in my memories," Reinette breathed in awe, "You walk among them."

"If there's anything you don't want me to see, just imagine a door and close it," the Doctor told her, "I won't look," he assured her, "Oh… actually… there's a door just there," Reinette opened her eyes, her lips curved up in a sly smile, "You might want to cl… Ooh, actually, several," he muttered an eyebrow twitching.

Reinette closed her eyes again her sly amused smile softening as she focused once more on just what was happening inside her own head, the curiosity of it captivating her, "To walk among the memories of another living soul… do you ever get used to this?" she asked softly.

"I don't make a habit of it," the Doctor responded with distraction as he sought after the answers he was seeking.

"How could you resist?" Reinette asked with a soft wondrous laugh.

The Doctor's face shifted with confusion, "What age are you?" he asked.

"So impertinent a question so early in the conversation," Reinette mused her eyes opening to regard her fireplace man once again, "How promising."

"No, not my question," the Doctor corrected, "Theirs. You're 23 and for some reason, that means you're not old enough," he muttered, his brow furrowing a bit further in thought and Reinette shut her eyes again focusing, hardly a moment later she flinched, "Sorry," the Doctor apologized having felt it under the tips of his fingers, "You might find old memories reawakening. Side effect," he mumbled.

"Oh, such a lonely childhood…" Reinette gasped out in a whisper, the depth of the feeling threatening to overwhelm her.

"It'll pass," the Doctor assured as he continued to concentrate, "Stay with me," he urged.

"Oh, Doctor," she murmured with a frown, "So lonely. So very, very alone."

"What do you mean alone?" the Doctor questioned mildly confused by her comments, "You've never been alone in your life…" he trailed his eyes snapping open to stare at her, "When did you start calling me Doctor?" he asked warily.

"Such a lonely little boy," Reinette murmured pained, "Lonely then and lonelier…" she trailed her brow furrowing further as she found a taste of something else… a brighter spot in the incredible mind she was wandering, "And then…" her eyes opened meeting his, "A spark…"

The Doctor lowered his hands, stepping away from her, breaking the link he'd created, "That's enough," he murmured quietly, but no less firmly, before following Reinette's gaze over to Sophie, who upon feeling their gazes turned from where she was keeping a look out to face them and blinked quizzically at the attention. The Doctor tore his gaze from her, his eyes that had softened as he looked at Sophie, immediately turning wary once again as they landed on Reinette, "How'd you do that?"

Reinette turned her attention back to him, "A door, once opened, can be stepped through in either direction…" she murmured softly her eyes meeting his, "Oh, Doctor, dear Doctor," she took a step towards him, "Dance with me."

The Doctor swallowed and took a small step back, "I can't," he replied warningly.

"Dance with me," Reinette insisted.

"This is the night you dance with the King."

"Then first, I shall make him jealous," Reinette a hint of amusement entering her tone even as she refused to be dissuaded.

"I can't," the Doctor protested again, honestly, he couldn't, he had to… there were the droids, and as lovely as the future Madame de Pompadour was, there was another he'd much prefer to dance with and she was standing a few feet away, watching for any aristocracy.

Reinette's lips curved up slightly in a slightly knowing, but mostly charming smile, even as her eyes saddened as she regarded him, her eyes meeting his, "Doctor… Doctor Who?" she murmured and the Doctor's eyes darkened in wariness once again as they regarded one another, a moment of silence passing, "It's more than just a secret, isn't it?" she questioned softly.

"What did you see?"

Reinette smiled again, slightly wider this time, her gaze drifting briefly over to the petite brunette her back to them once more, before focusing her gaze once more on the Doctor who was watching her with such old wary eyes, "That there is nothing you'd like more, Time Lord, then to dance with your Spark," she murmured.

The Doctor blinked and shifted, wary still… but allowed Reinette to take his hand and lead him towards the doors and Sophie, who turned at the sound of their approaching footsteps. Reinette grasped one of her hands in her free one, not pausing in her stride, "Come we, have much to do," the young aristocrat declared.

Sophie blinked at her, "Much to do?" she asked glancing from Reinette to the Doctor and back again.

Reinette nodded, "Before the ball."

Sophie blinked, once, twice and then her eyes widened as she stared at Reinette in alarm, "Ball?" she croaked out, and the blond nodded once again, "Eh! But… I can't dance!" she protested with alarm as Reinette led them through the corridor.

 ***O*O*O***

Sophie stood off to the side of the large grand ballroom she was in, her toes felt a bit cramped in the beautiful heeled shoes Reinette's maid had insisted that she wear, absolutely refusing to allow her to get away with wearing the comfortable runners she'd been wearing. In fact, she'd looked positively scandalized at the suggestion and had refused to be budged on the issue, no matter how she'd insisted the skirts of the beautiful vibrant blue dress would cover them. Of course, the slight pinching of the narrow tip of the shoes was nothing on the pinching of the corset… the maid having been very thorough in ensuring that the corset was worn properly… and the strings tying it pulled tight… tighter then she really thought necessary, but apparently according to the very helpful maid she hadn't pulled it all that tight at all.

Both sensations had faded into the background however, the moment she'd stepped into the grand ballroom, the sight of it was breathtaking and the atmosphere lively and full of merriment and vibrant colours.

Sophie took a small sip from the glass goblet she was holding, as she swept her gaze over the ballroom, taking in the couples that were twirling around the dance floor, her gaze catching a quick glimpse of the Doctor and Reinette as they moved amongst the dancers, before they were lost to her vision in a swirl of skirts. Honestly, it really looked fun… fun and complicated… and perhaps for the first time she really wished that she knew how to dance…

She idly brushed, a curly lock of hair that had escaped the rather intricate French Twist that the maid had swept her hair into with a skill and speed that had put her own skills to shame, back behind her ear and took another careful sip from the goblet, her gaze roving over the people in attendance with eyes alight with interest, though inevitably her gaze swept back to the dancers as the dance continued on, watching as they swept through another portion of the dance, before she tore her gaze away again to sweep it over the rest of the ballroom once again.

Her attention turned to a servant that approached a pitcher in hand that was filled with the same wine that was in her goblet, "Mademoiselle?" he offered.

"Oh, no... I'm quite alright, thank you…" Sophie murmured in response to the offer, blinking a bit as the man bowed respectfully before moving on through the ballroom making his rounds. She glanced down at her still half full goblet and shook her head mildly amused, before she took another careful sip from it. She really didn't want to get anything on the beautiful gown she was wearing, or the silk gloves Reinette had given her to go with the dress, declaring her own to be quite unsuitable in colour and design.

Sophie hummed a bit under her breath her expression turning a bit pensive, her gaze catching sight of Reinette and the Doctor again. She hadn't really thought about it at the time, being too grateful for having a set of gloves to wear with the gown… but thinking back, it had almost seemed like she'd known… known the why behind the gloves… but that couldn't be possible… she watched as the Doctor and Reinette twirled from her view again… could it?

 ***O*O*O***

Reinette let out a light laugh as the Doctor's attention shifted from her once again, his neck straining a bit to see over the many other dancing pairs at a spot across the room, "If you were anyone else my dear Doctor, I think I would be heartily offended at such distraction in a dance partner," she teased.

The Doctor's attention snapped back to her, his expression mildly sheepish, "Ah, sorry… I do that, I'm apparently quite rude," he admitted and Reinette smiled, a knowing look in her eyes as she regarded him.

Her soft knowing smile widened as a few more steps into the dance she sensed his attention drift from her again and sure enough in the next moment his head was turning, his gaze seeking out Sophie once again. She couldn't help the fond amused laugh. Truly, if he were anyone else she would be deeply offended by his lack of attention, "I do believe," she began and the Doctor let out a distracted sound of acknowledgement as he continued to try and catch a quick glimpse of Sophie through the dancing couples, "That it is time for the next spin," she pointed out.

"Huh?" the Doctor muttered his attention returning to her, his expression mildly confused, before realization of what she'd said dawned, "Oh, right! Sorry!" he apologized hastily and quickly guided her into the spin, "My head is uh," he muttered as she spun back towards him, arms easily settling back into their places.

"Right where it should be," Reinette cut in, her lips still curved into the knowing smile that had the Doctor wondering just how much she'd actually managed to see before he'd realized just what she'd done, "I can only hope that one day someone will be as distracted in a dance with another whilst thinking about me."

"Oh, no worries there," the Doctor responded with a bright grin as they moved through the last couple of steps through the dance, the music winding down, "No worries at all."

Reinette's smile widened into a grin, "How promising," she mused with delight as they pulled apart, the musicians playing the last tenuous note of the song.

And barely a moment later the Doctor watched as Reinette was surrounded by four women, friends he assumed, she shot him a last look before allowing herself to be swept away by them, engaging herself in the conversation with a laugh and a charming smile that had an edge of slyness to it. The Doctor shook his head and smiled as he turned, striding across the room over to where Sophie had stationed herself.

He grinned as her gaze turned to him and she smiled in return, behind him the music was starting up again and couples were taking up positions again, "Right then, Sparks," he held a hand out to her, "Shall we?"

Sophie looked at it for a moment, before her gaze went to the pairs already in position, their bodies already moving through the beginning steps of the dance. The feel of his hand taking hers, had her gaze going back to him as he started them over to the others, "I don't know the steps," she reminded him.

The Doctor turned to her with a grin, and a mischievous light in his eyes, "Neither do I."

Sophie blinked, "Wait… what…?" she exclaimed in surprise, it was an exclamation that turned into a laugh as he spun her, her skirts twirling about, before he guided her back towards him.

"Just move with confidence," he told her still grinning as he placed a hand on her waist and shifted his grip on her hand, as he began turning them about the hall, keeping to the rhythm of the music, "And no one will think anything of it."

Sophie gave him a look, her feet shuffling a bit awkwardly as she tried to settle into the quick rhythm of the music and the steps of the dance the Doctor was leading her through, "Seriously?"

The Doctor nodded, spinning her out and then back in again, steadying her as she stumbled over her feet just a little, but otherwise not missing a beat, "Might think we're trying to set a new trend," he mused, "Or that we're foreign…" he paused in thought, "Probably that we're foreign."

Sophie laughed again, the joyous sound making the samba-like rhythm of the Doctor's hearts quicken warmly. Sophie relaxed into the rhythm, her eyes meeting his, her stomach doing that odd summersault even as the awkward shuffling of her feet smoothed out into actual steps. She returned his beaming grin with a delighted one of her own as they continued to turn about the hall together, absolutely giddy in that moment – she was dancing at an actual ball, the Yew Tree ball at that! And it was totally and completely amazing!

 ***O*O*O***

Rose's eyes fluttered open as a loud ticking reached her. She squinted a bit as she tried to get her bleary eyes to focus on the shapes that were surrounding her. She blinked and her vision cleared, bringing the clockwork droids that were looming over her rather menacingly into focus. She blinked confused for a moment, even as a memory rose to the surface of one of the droids behind Mickey and then a sharp pain… and then nothing, "What's going on?" she asked and attempted to get off the hard surface she was lying on, only to find her movements hampered, "Doctor? Sophie?" she called glancing down at herself to see that she was manacled to a sharply tilted table.

"Rose?" Mickey called from the table he was manacled into, unable to help the fearful waver in his voice as he eyed the droids surrounding the both of them, "They're going to chop us up, just like the crew. They're going to chop us up and stick us all over their stupid spaceship. And where's the Doctor? Where's the precious Doctor and your Space-Cadet now?" he exclaimed accusingly, "They've been gone for flipping hours! Hours Rose! Hours!"

A clockwork droid with a wickedly sharp blade protruding from its arm stepped closer to Rose, "You are compatible."

Rose struggled against the manacles nervously eyeing the knife that was inching closer to her, "Well… you… you might want to think about that," she stuttered attempting to stall, cos, the Doctor would show up soon… he and Sophie would show up soon… they would… she just knew that they would. They were probably searching for her, for them, right now! "You really, really might because… me and Mickey… we didn't come here alone, oh no! And trust me, you wouldn't wanna mess with our designated driver or... or my big sister, she uh, she wields quite the chair!"

"I don't think they're going to care about Sophie's chair wielding abilities!" Mickey exclaimed as the clockwork droid began to extend its blade towards Rose's face.

' _Shut up Mickey!"_ Rose thought rather franticly as she eyed the advancing blade with trepidation, at least she was trying! "Ever heard of the Daleks?" she tried, "Remember them? They had a name for our friend. They had myths about him, and a name. They called him the…"

Rose trailed distracted as a loud bang sounded, followed by a crash and then what sounded like a woman letting out a concerned cry that may have been a word, but Rose couldn't make out… though there was what sounded like a surprised exclamation a moment later, followed by what only could be described as drunken singing echoing loudly into the room.

"I could've danced all night, I could have danced all night…"

Rose blinked, that sounded like the Doctor… but it couldn't be… he wouldn't be… "They called him the…" she muttered distractedly, looking in the direction of the singing was coming from, "They called him the… the…"

The Doctor staggered into the room his tie tied around his head and wearing sunglasses, Sophie in his arms, who was wearing a vibrant blue Eighteenth Century ball gown that was partially covered by her black leather jacket, he was holding a goblet in the hand at Sophie's waist as he danced with the curly haired brunette that was blinking up at him with something akin to bemusement, before she was glancing over at them, her eyes widening in concern.

"And still have begged for moooore…" the Doctor sang slurring slightly.

"Uh, Doctor…" Sophie tried, shifting a little in his hold as he continued to dance with her apparently completely unaware of the clockwork droids that were looming menacingly over Rose and Mickey.

"I could've spread my wings and done a thou…" the Doctor turned and Sophie staggered a little as he shifted his weight rather unsteadily, leaning some of his weight against her as he shifted so that the arm that had been at her waist was now draped over her shoulders.

Her nose crinkled at the smell coming from the goblet… it didn't smell anything like wine, which was what she had assumed it to be. She tore her gaze from the indignantly staring Rose and the bemused Mickey to glance briefly at the goblet, it was angled away from her the contents angling precariously for the rim of the goblet, making it difficult for her to see in the quick glance she took, but she was almost certain that the liquid inside of it wasn't wine.

"Have you met the French?" the Doctor asked Rose and Mickey swaying a bit on the spot, his feet shifting, which had Sophie shifting her arms to try and help keep him steady, the petite brunette beginning to fear that he'd fall, honestly, it was like he was getting drunker… her eyes narrowed on him a bit suspiciously, "My… _GOD_ , they know how to party!" he swayed a bit more and Sophie stumbled slightly again making her feet, that were already tender from the pinching of the Eighteenth Century high heels, throb painfully.

"Oh, look what the cat dragged in," Rose rolled her eyes, voice dripping with derision, "The Oncoming Storm."

"Oh, you sound just like your mother," the Doctor muttered distastefully.

"Jackie isn't that bad," Sophie protested, the words slipping out almost automatically to the slight to the woman she'd become quite fond of.

The Doctor let out a mock thoughtful hum, "You're right – Rose sounded much worse than Jackie just then."

Rose glowered at him and Mickey let out what could have been an aborted amused sound whilst Sophie gave him a look, "That wasn't what I," she cut off as the Doctor released her from his hold, the sudden shift in her centre of balance had her stumbling back a bit.

Rose stared at her, "Are you drunk too?" Sophie shook her head, mouth opening to respond, but the blond had already shifted indignant eyes back to the Doctor, who was swaying still, "Did you get her drunk?!"

"Not drunk," Sophie muttered, her feet were just really sore now and the Eighteenth Century high heeled shoes that she was still wearing weren't helping in the slightest, but with the dress… she didn't see herself easily changing into her comfy runners that were stuffed into the bigger on the inside pockets of the leather jacket along with the rest of her Twenty-First Century clothes.

"Honesty, sound just like your mother," the Doctor muttered at around the same time, his eyes narrowing indignantly on Rose from behind his sunglasses, "I wouldn't get Sparks drunk! Just who do you take me for?" he slurred.

The look Rose gave him in response to that question that spoke volumes as she took in his dishevelled appearance and drunken swaying, "Oh…?" she exclaimed with just as much derision as before as she eyed him with growing disbelief, "And just what have you been doing? Where've the two of you been?" she demanded curtly, her voice high with her aggravation and anxiety, her gaze flicking from the Doctor to Sophie and back again.

"Well… among other things, I think I just invented the banana daiquiri a few centuries early," the Doctor mused with a grin.

"Oh, was that what those where?" Sophie asked curiously, unable to stop the question before it burst forth, the Doctor nodded turning his head to look at her, "They were yum," he grinned a bit wider.

Rose gave her an unimpressed look, "Oh, yes you're so not drunk!" she groused with exasperation.

Sophie shifted awkwardly and grimaced at herself, she hadn't meant to say that out loud, "I had two," she muttered feebly an embarrassed heat rising to her cheeks, as she shifted her weight a bit to try and ease some of the pressure off her feet. Her gaze flicking nervously to the droids that hadn't yet moved since their entry, almost like they weren't sure what protocol to follow.

"Do you know that they've never seen a banana before!" the Doctor asked and Rose leaned her head back against the operating table she was strapped to, thoroughly exasperated whilst beside her manacled to his own table Mickey was fighting off a hysterical urge to snigger at the madness of the situation.

The Doctor took a few steps towards Rose so that he could lean over her, "Always take a banana to a party, Rose. Bananas are good." He told her with a sincerity that had the blond giving him an 'are you being serious with me right now?' look, whilst behind him Sophie twisted her hands together nervously blue eyes anxious.

He looked up, his gaze focusing on the clockwork droids for the first time, "Oh ho, ho, ho, brilliant!" he exclaimed with delight, "It's you! You're my favourite, you are. You are the best! Do you know why? 'Cos you're so thick," he exclaimed drunkenly.

"Uh, Doctor…" Sophie tried, her hands still twisting together as she eyed the clockwork droids and the Doctor, she honestly didn't think it was a good idea to taunt them… droids or not… especially not when one of them was holding a rather sharp looking blade disquietingly close to Rose's face, only for the Doctor cut in, like he hadn't heard her speak at all.

"You're Mister Thick Thick Thickity Thick Face from Thicktown, Thickania…" he declared turning to move away only to pause and look back at the droid, "And so is your dad," he added as an afterthought.

He strolled away from the droid, "Do you know what they were scanning Reinette's brain for?" he sniggered, "Her milometer. They wanna know how old she is. Know why? 'Cos this ship is 37 years old," he exclaimed mockingly and Sophie blinked in growing realization as the pieces started to slot together for her, her hands twisting together a little harder, "And they think that when Reinette is 37, when she's 'complete', then her brain will be compatible," Sophie let out a sound of distaste and the Doctor glanced over at her, "Stupid, isn't it?"

"Sick," Sophie corrected, giving him a look.

The Doctor shrugged, "That too," he said agreeably and Sophie blinked at him, her eyes narrowing suspiciously on him once again… was it just her, or had he stopped slurring? "So," he turned his gaze back to the clockwork droids, "That's what your missing, isn't it, hmm?" he asked staring at them mockingly, "Command circuit. Your computer. You're ship needs a brain. And for some reason, God knows what, only the brain of Madame de Pompadour will do."

"The brain is compatible," the droid holding the knife responded.

"Compatible?" the Doctor questioned mockingly as he strode back towards the droid, "If you believe that, you probably believe this is a glass of wine," he pulled off the droid's mask, wig and all, and poured the contents of the goblet into the intricate clockwork of the droid's head. He replaced the mask and wig, patting it on the head as it seized up, the droid winding down, grinning rather pleased with himself, "Multigrain anti-oil," he explained all traces of his earlier drunkenness completely gone now, "If it moves, it doesn't."

"Doctor!" Sophie warned as the clockwork droids began to advance on the Doctor, at what could only be considered as an aggressive action against one of their own.

"Already on it, Sparks," the Doctor replied calmly as he quickly pulled a lever deactivating them and they all stilled, slumping over as the first one had.

Rose slumped back against the table she was manacled to in relief, even as she pinned the suddenly 'sober' Doctor with an irritated look, "You're a right git sometimes, ya know that?!" she groused with annoyance.

"Ah, but a foxy one, right Sparks?" he called over to the petite brunette with a cheeky wink, smirking just a bit smugly at her as he took note of the slight heat that rose to her cheeks once again.

Sophie rolled her eyes, trying to will the embarrassed heat in her cheeks away, even as her stomach did that strange somersault and her heart sped up just a little. Her arms crossing over her chest as she frowned at a nondescript spot on a wall. She had the distinct feeling that she wouldn't be living down that particular slip anytime soon.

From where she was still manacled to the table Rose eyed them torn between amusement and exasperation. She rolled her eyes, honestly, he could attempt to flirt with the Space-Cadet later, preferably when she wasn't still manacled to the table homicidal droids had been planning to carve her up on, "Hello?!" she grumped at him, "A little help here?"

"Hmm?" the Doctor murmured as he turned his gaze back to her amusement shining in his eyes as he regarded her. Rose glowered and shifted against the manacles pointedly as she eyed him with narrowed eyes, "Oh, right yes," he mused, lips quirked up in an amused smile, pulling his sonic from his pocket, "You two, that's enough lying about…" buzzing the sonic screwdriver at the manacles binding Rose, "Time we got the rest of the ship turned off," he stated as he freed Mickey from his.

"Are those things safe?" Mickey asked eyeing the stooped over droids dubiously.

"Yep. Safe," the Doctor replied dismissively as he pulled down his tie and pushed his sunglasses up onto his head, "Safe and thick. Way I like them. Ok," he muttered peering down at the panels on the console, "All the time windows are controlled from here. I need to close them all down," he began to dig in his pocket, "Zeus plugs," he muttered as he patted himself as he frowned, "Where are my Zeus plugs? I had them a minute ago."

Sophie blinked at him, "Didn't you say those things you were using as castanets were 'Zeus plugs'?"

"Yep, that was them," the Doctor replied, "Make for fairly good castanets, the old Zeus plug," he remarked as he moved down the console, giving up on finding where he'd stashed the things, as he began manually working some wires instead.

Behind him Rose made eye contact with Sophie, her expression mildly incredulous as mouthed, 'Castanets? Seriously?'

Sophie's lips twitched up into an amused smile and she nodded, 'Yep… It was awesome,' she mouthed back.

Rose cocked her head slightly, glancing over at the Doctor, before turning her gaze back to Sophie, 'Awesome? Or, hilarious?'she mouthed.

Sophie's smile widened her blue eyes shining with amusement, she was opening her mouth to reply when the Doctor's voice cut in.

"Whatever you two are doing… stop it," he called over to them, still fiddling with the wiring with a frown of concentration.

Sophie, Rose and Mickey stared at him in surprise, "How'd you even know they were doing anything?" Mickey asked eyeing him a bit suspiciously… his back had been turned the whole time.

"Cos I'm clever Mickey. That's how," the Doctor replied and Mickey rolled his eyes and crossed his arms in irritation at the dismissive response.

"So," Rose spoke after a moment of silence had passed, "Why didn't they just open a time window to when she was 37?"

"With the amount of damage to these circuits, they did well to hit the right century," the Doctor replied, easily ignored the irritated glower Mickey shot at him for giving Rose a proper response when he'd brushed him off, "Trial and error after that," the Doctor pressed a few buttons on the console and frowned, "The windows aren't closing. Why won't they close?"

A click-like pinging started to sound from the console, "What's that?" Rose asked.

"I don't know… incoming message?" the Doctor suggested as he looked over the console and Sophie frowned slightly, she didn't like the sound of that.

"From who?" Mickey asked.

"Report from the field…" the Doctor replied.

' _Report from the field?'_ Sophie thought her frown deepening, even as her eyes began to widen, "But that means that…" she exclaimed with concern.

The Doctor nodded, "One of them must still be out there with Reinette!" he finished for her and Sophie swallowed, she'd been right, she didn't like the sound of that at all, "That's why I can't close the windows, there's an override!" he exclaimed.

There was a sudden loud whirring sound and Sophie's eyes widened and Rose gasped as the clockwork droid that the Doctor had deactivated with the Multigrain anti-oil straightened up from its slump.

' _Oh… well, just bugger…'_ Sophie thought as it clicked open its finger and expelled the anti-oil the Doctor had poured in to its circuitry and on to the Doctor's shoe.

"Well, that was a bit clever," the Doctor muttered eyeing the reactivated droid and the lever that he'd pulled to deactivate the other droids clicked back into the on position, all by itself, and the other slumped over droids in the room straightened back up with a loud whir, each one of them ticking ominously.

"Right…" the Doctor muttered, "Many things about this are not good…"

Sophie nodded slowly in agreement eyeing the droids that were staring at them through their menacing creepily leering face masks, "Very fire meet frying pan," she murmured softly, just before the console pinged again.

"Message from one of your little friends? Anything interesting?" the Doctor asked the clockwork droids.

"She is complete," one replied, "It begins."

"Oh, bugger…" Sophie breathed horrified as the droids teleported out in the next moment.

"What's happening?" Rose asked with a confused frown, rather thrown by the droid's sudden disappearance.

"One of them must have found the right time window, now it's time to send in the troops. And this time they're bringing back her head," the Doctor replied grimly.

 ***O*O*O***

"Madame de Pompadour…" Rose called as she stepped into the grand room and the elegant woman in question let out a gasp of surprise turning from the clock she had been regarding to face her, "Please don't scream or anything!" Rose added hastily, "We haven't got a lot of time," and Reinette relaxed if only slightly recognizing the woman from years before, even as her face fell slightly, "You look a bit disappointed," Rose commented as she took in the woman's troubled expression.

Reinette took a breath, gathering herself, all traces of her previous disappointment hiding away with the practised grace of a courtier, "You'll have to forgive me. It has been years and I had hoped that it would be…"

"The Doctor," Rose cut in a bit knowingly.

"Or Sophie," Reinette replied giving the younger woman a slightly reproving look for cutting her off so rudely, "But come," she let it go, as she turned her mind to the more pressing matter striding gracefully across the room to the younger woman, "You said that we didn't have a lot of time," she reminded.

Rose nodded as she sank down into a seat, eyeing Reinette with a troubled expression, "I've come to warn you that they'll be here in five years."

"Five years?" Reinette asked eyeing the young woman with a frown.

"Sometime after your 37th birthday," Rose supplied, "I um… I can't give you an exact date. It's a bit random," she muttered awkwardly wishing that she could explain it better, "But they're coming. It's going to happen. In a way, for us, it's happening already. I'm sorry, it's hard to explain. The Doctor does this better."

"Then be exact, and I will be attentive," Reinette replied.

"There isn't time," Rose responded apologetically.

Reinette frowned, "There is five years," she stated insistently.

"For you," Rose murmured, "I haven't got five minutes."

"Then also be concise," Reinette insisted once again, taking a seat opposite her guest, staring intently.

"Erm…" Rose hedged, "There's say, um… a… a… a vessel. A ship. A sort of sky ship, and it full of… well, you. Different bits of your life in different rooms, all jumbled up. I told you it was complicated, sorry."

"There is a vessel in your world… where the days of my life are pressed together like the chapters of a book, so that they may step from one to the other without increase of age… while I, weary traveller… must always take the slower path," Reinette neatly summarized.

Rose blinked a little taken aback before she smiled a little, "He was right about you…" she mused.

Reinette took a steadying breath, "So, in five years these creatures will return. What can be done?" she asked.

"The Doctor says to keep them talking," Rose said with a small helpless shrug wishing that she had something that would be more confidence inspiring, "They're kind of programmed to respond to you now. You won't be able to stop them, but you might be able to delay them a bit."

"Until?" Reinette pressed her.

"Until the Doctor can get there," Rose replied.

Reinette took another steadying breath, her hands wanting to tremble a little in the swell of fear that was threatening to consume her, letting it out slowly before speaking again, "He is coming, then?"

Rose nodded and smiled as reassuringly as she could for the other woman, "He promises," she stated.

"But he cannot… make his promises in person?" Reinette murmured, unable to help but hope that it was him, that was here with her, the vanquisher of her nightmares.

"He'll be there when you need him," Rose said reassuringly.

"And what of Sophie? Could she not have come?" Reinette asked instead, eyes meeting the younger woman's.

Rose frowned slightly unable to help but feel the smallest twinges of annoyance at that, "She's helping him search the ship for the windows."

Reinette let out another breath, laying her hands neatly on her lap to stop the light tremble in them, "Of course she is," she murmured, her eyes turning wistful for a moment lost in a memory all so many years ago now… a night of laughter and dancing… her first with the King as the Doctor had told it would be… "It's the way it has always been. The monster and the Doctor and his Spark…" her gaze refocused on Rose, "It seems you cannot have one without the other."

Rose let out a small laugh, "Tell me about it," she paused, her smile slipping, "The thing is… you weren't supposed to have either… not the monsters, not the Doctor, not Sophie," she murmured and Reinette's eyes narrowed slightly, her hands shifting over the cloth of her skirts, pressing more firmly against the material at the notion that she hadn't been supposed to meet her fireplace man and fireplace woman, "Those creatures are messing with history. None of this was ever supposed to happen to you."

"Supposed to happen?" Reinette snapped angrily, "What does that mean? It happened, child. And I would not have it any other way. One may tolerate a world of demons for the sake of an angel," she rose to her feet and turned with a swirl of skirts to face the fireplace staring into it with heated eyes as she sucked in a calming breath, reminding herself that the child's words meant nothing in the scheme of things… especially not on the matter of her fireplace man and fireplace woman.

"Rose?" they heard Mickey call, "Rose?" his voice came again and Rose tore her slightly narrowed gaze from Reinette as she got up off the couch and headed from the room, Reinette stepping after her.

Rose stepped out into the corridor, Reinette a few steps behind, as Mickey and Sophie appeared from behind a tapestry, "Rose!" the curly haired brunette called to her.

"We found it!" Mickey exclaimed, "The time window where she's 37. We found it!"

Beside him Sophie's gaze landed on Reinette as she moved closer, "Hello Reinette," she murmured.

Reinette nodded, "Hello Sophie," she replied with a smile, though she was distracted from her pleasure at seeing her fireplace woman as she had been hoping for as her gaze caught and lingered on the tapestry that Mickey was holding open.

"It was right under our noses!" Mickey continued.

Rose nodded even as she arched a brow, "And the Doctor thought it'd take the both of you to tell me this, did he?" she asked.

Sophie's gaze flicked back to Rose, a small grimace crossing her features, "Well uh…"

Mickey frowned, "More like he was convinced I'd get lost on the way on my own," he grumbled with irritation.

"Oh…" Rose hummed, her lips twitching upwards in amusement and Mickey shot her an irritated look for her amusement at the Doctor's not so subtle dig at his capabilities.

Their attention was diverted as Reinette made to move past them and through the tapestry, "No, you can't go in there," Rose tried to call her back, "The Doctor will go mad…" she trailed off as Reinette disappeared through the door, paying her cautionary words no mind whatsoever.

Reinette stared at the corridor she had entered, the feel of it so different to grand halls, rooms and corridors of the palace in Versailles, a small frown furrowing her brow as she took in her new surroundings lost and confused, "So," she breathed as a person came to stand beside her, "This is his world…" she glanced over at Sophie who truly hadn't aged a day… still in the blue gown she'd given her almost a decade ago, "Your world…" before Sophie could think of how to respond, the sound of terrified screams echoed back to them and Reinette turned to look with wide eyes in the direction they were coming from, "What was that?" she asked, her hand finding Sophie's just as it had so many years ago when she'd been but a child of seven and just as it had back then, the brunette's hand closed around hers.

"The time window, the Doctor fixed an audio link," Mickey explained.

Reinette swallowed, "Those screams…" she spoke slowly, hesitantly unsure if she truly wanted to know, "Is that my future?" she asked her gaze going to Sophie.

She nodded, her hand tightening around Reinette's, "Yeah," she murmured.

"I'm sorry," Rose murmured, sincerely meaning it as she took in the very real vulnerable fear on Reinette's face.

"So sorry," Sophie murmured.

Reinette took a steadying breath, forcing herself to release the hand she had taken as she turned to look back at the door she had stepped through, "Then I must take the slower path…"

"Are you there?" Came Reinette's voice from deeper in the ship, causing the Reinette with them to pause, eyes widening as she sucked in a breath, slowly turning back to look, "Can you hear me? I need you now. You promised. The clock on the mantel is broken. It is time."

"That's my voice," Reinette breathed disturbed, and Sophie's hand took hers again, squeezing reassuringly.

"Rose, Sophie, come on, we gotta go," Mickey said a bit anxiously, "There's… there's a problem."

"Give us a moment," Rose replied.

Mickey hesitated, "But… the Do…"

Sophie glanced over at him, "Tell him I,"

"We," Rose cut in.

"We," Sophie corrected, "Insisted," Mickey hesitated a brief moment longer, before he nodded and hurried off.

"Are you ok?" Rose asked gently as she approached Reinette.

"No," Reinette admitted, "I'm very afraid. But we three know, don't we, Sophie? Rose? The Doctor is worth the monsters," she took another breath as they pair nodded eyeing her with concern, her gaze focusing on Sophie, "And he is coming?"

Sophie nodded again, "He promises," she replied and Reinette nodded, glad to hear it again, after what she'd just heard a future self say, she released the hand that she had been holding so tightly and with a calm that she didn't feel, walked back through the tapestry and back into the Eighteenth Century assured that her angel was coming to stop the nightmare.

The two watched her go the panel of the time window closing behind her, "Doctor! Doctor!" they heard the 37 year old Reinette shout again and the two hurried down the corridor heading after Mickey.

 ***O*O*O***

Sophie and Rose joined the Doctor and Mickey, the Doctor working frantically at the controls whilst Mickey stood by the time window. "How's it going?" Sophie asked quietly, speaking to Mickey not wanting to disturb the concentration of the stressed, feverishly working Doctor.

"They knew I was coming," the Doctor responded anyway, having easily heard the question, "They blocked it off."

"Oh," Sophie muttered, her teeth sinking into her lower lip in concern as she turned her gaze to the time window they were in front of, watching what was happening in the ballroom.

"I don't get it," Rose muttered also staring at the time window, "How come they got in there?"

"They teleported," the Doctor replied as he continued to work, not even looking up at her, "You saw them. As long as the ship and the ballroom are linked, their short-range teleports will do the trick," he explained.

"Well, we'll go in the Tardis!" Rose exclaimed.

Sophie shook her head, "Can't," she muttered glancing over at Rose, eyes wide with concern, "It's like Satellite 5, the game station," she prompted when the blond gave her a slightly confused look, that turned to one of realization as she remembered the conversation they'd had, not too long ago really and yet all so long ago at the same time, before the Doctor had lied and sent them back to Earth… she swallowed, shying from the rest of the memory and the hazy fog that surrounded a fair chunk of it.

"Exactly," the Doctor muttered still working frowning darkly at the controls, "We're part of events now."

"Well, can't we just smash through it?" Mickey suggested.

"Hyperplex this side, plate glass the other," the Doctor responded a little shortly and shook his head, "We need a truck."

"We don't have a truck," Mickey pointed out, not seeing any way that they could get one when they were on a spaceship either.

"I know we don't have a truck!" the Doctor shouted in response frustrated and annoyed.

"Well, we've got to try something!" Rose cried anxious as things continued to get worse in the ballroom.

"No, smash the glass, smash the time window," he explained as he bent over another panel of controls, "There'd be no way back," he added and Sophie and Rose stared at him.

"Could everyone just calm down? Please," Reinette's voice came through the audio link the Doctor had set up and the two pulled their gazes from the Doctor to stare at the ballroom.

Sophie blinked as she heard the sound of hooves from behind them, followed by a soft whinny and in the next moment before she could turn to look, she was stumbling just a little as a nose nudged her, "Hello Arthur," she sighed, a hand coming up almost automatically to pat the horses nose, "This really isn't the place for you, ya know." She murmured as she glanced back at the horse that merely nudged her again.

From over by the console the Doctor smacked the panel with growing irritation, before his gaze turned to the horse that had evidently searched out Sophie once again. His gaze considering…

 ***O*O*O***

"Such commotion," Reinette called, speaking over the sounds of fright and fear that were prevailing over the ballroom, "Such distressing noise. Kindly remember that this is Versailles. This is the Royal Court. And we are French," she turned to the droids, "I have made my decision. And my decision is 'no'," she stated with finality, "I shall not be going with you today. I have seen your world, and I have no desire to set foot there again."

"We do not require your feet," the droid replied and two of the droids came up on either side of Reinette, and pushed her to her knees, pointing the blades that were protruding from their hands at her throat.

Reinette looked up as the droid that had spoken to her approached, its own blade pointed at her as well. Her eyes hardened with defiance even as her heart hammered in her chest, "You think I fear you. But I do not fear you, even now. You are merely the nightmare of my childhood. The monster from under my bed. And if my nightmare can return to plague me, then rest assured," her voice lowered to a whisper as she stared at them unflinchingly, "So will yours."

The sound of a horse whinnying was heard, the sound closely followed by the sound of swiftly galloping hooves, the guests, Reinette, the King and the Droids all looked about in confusion searching for the source of the noise. A moment later the mirror over the mantelpiece smashed and the guests shrieked in alarm, whilst Reinette gaped as a white horse leapt through it, the Doctor on its back.

"Madame de Pompadour," the Doctor greeted as he dismounted from Arthur, "You look younger every day," he commented lightly and Reinette smiled.

"What the hell is going on?" King Louis the fifteenth demanded.

"Oh, this is my lover, the King of France," Reinette murmured, still smiling rather relieved… she'd almost, almost begun to fear that he wouldn't make it in time.

"Yeah? Well, I'm the Lord of Time," he replied as he turned and stepped over to the droid looming over Reinette, "And I'm here to fix the clock," he closed his hand around the wig and pulled it off mask and all and there was a collective gasp from the gathered crowd at the revealed clockwork that had been hiding underneath.

The droid shifted, pointing it blade at the Doctor's throat, "Forget it. It's over. For you and for me," he almost bit out, glancing over at the mirror he'd come through… a solid brick wall in its place… his hearts constricted in his chest, "Talk about seven years bad luck. Try three thousand…" he muttered as the droid cocked its head towards the broken time window…

 ***O*O*O***

Sophie and Rose were both standing silently in front of the broken time window as they stared at the shattered shards of glass that were scattered about their feet, the shards all that remained of the time window… leaving only the interior of the spaceship behind.

"What happened? Where'd the time window go? How's he going to get back?" Mickey asked them, his voice wavering with desperation.

Sophie sucked in a shaky breath as she lifted her gaze from the shards of glass at her feet, to look at the wall… the normal wall of the ship. The back of her eyes pricked hotly and there was a painful lump lodged in her throat… slowly she became aware of a hand holding her rigid left one… Rose's she knew, even as she wondered just when the blond had taken it… slowly the fingers of her hand twitched against the hold and the hand tightened around hers almost as if scared she'd pull away. Then her fingers were flexing, curling around Rose's holding just as tightly as the back of her eyes pricked hotter and a tear rolled down her cheek…

 ***O*O*O***

The Doctor watched calmly as the droid repeatedly attempted to activate its short-range teleport. It turned to the Doctor joints clicking. He smirked, "The link with the ship is broken. No way back. You don't have the parts. How many ticks left in that clockwork heart, huh? A day? An hour? It's over. Accept that. I'm not winding you up," and he watched with cool eyes as the clockwork in the demasked droid slowly wound down, before it slumped over, the other droids following suit, one falling backwards as it did so, it's intricate clockwork full of cogs and gears breaking apart upon the impact. The small pieces scattering across the floor.

As the guests whispered amongst themselves, the Doctor turned to Reinette, holding a hand out to her, helping her to her feet, "You alright?"

Rienette nodded her gaze flicking over the downed droids, "What's happened to them?" she asked him her gaze returning to him.

The Doctor shrugged releasing Reinette's hand, "They've stopped. They have no purpose now," he murmured as he gazed over the destruction.

 ***O*O*O***

"We can't fly the Tardis without him," Mickey broke the silence again, only to once again be met with more silence from Rose and Sophie, "How's he going to get back?" he asked again, that desperate waver entering his voice once again.

Rose shot him a look filled with pain and irritation, whilst Sophie sucked in another sharp breath, before she shook her head, "Don't know," she responded quietly her brow scrunching as she fought for her calm, her hand tightening around Rose's as she lifted her face to the ceiling, gaze focusing on the view of the stars the room offered. She honestly didn't know… she really wished that she did… the back of her eyes pricked painfully once again and she let out another shaky breath, "But…" she swallowed past the large lump lodged in her throat, "He's clever… the Doctor's clever," she stated, her voice straining threatening to crack, "If there's a way… he'll find it."

Rose nodded jerkily in agreement, turning her own gaze up to the stars overhead, her hand tightening around Sophie's.

The brunette bit her lower lip harshly, blue eyes troubled… the necessary 'if' haunting her almost as much as the Doctor's 'There'd be no way back'.

Mickey sighed out a breath, the sound loud in the room and Rose shot him another irritated look for the sound, one which he met flatly for a long moment before looking away, his eyes dubious as he stared about the room.

 ***O*O*O***

The Doctor stood by a window, his gaze focused on the smattering of stars that he could see, a mostly forgotten goblet of wine in hand.

Reinette stepped up behind him, a goblet of her own in hand, her own gaze following his to the stars, "You know all their names, don't you?" she murmured, "I saw that in your mind. The name of every star."

The Doctor shrugged pulling his gaze from the stars to look at her, a small smile curving his lips, "What's in a name? Names are just titles. Titles don't tell you anything."

"Like, 'The Doctor'," Reinette asked with a small smile of her own.

"Like, 'Madame de Pompadour'," the Doctor quipped and Reinette laughed lightly. The Doctor returned his gaze to the stars, his smile slowly fading.

Reinette followed his gaze once again, "I have often wished to see those stars a little closer," she admitted drawing his gaze back to her. She turned her gaze back to him, "Just as you have, I think."

"From time to time," he murmured.

"In saving me, you trapped yourself. Did you know that would happen?"

"Mmm. Pretty much."

"Yet, still you came… leaving _her_ behind," Reinette murmured.

The Doctor swallowed, "Left them all behind," he muttered quietly.

"But it is _her_ you are thinking of, is it not?" Reinette stated knowingly, almost daring him to disagree with her.

The Doctor merely returned his gaze to the stars, staring at them sadly and yet wistfully.

Reinette stared at him a moment longer, before she spoke again, "There were many doors between my world and yours. Can you not use one of the others?"

"When the mirror broke, the shock would have severed all the links with the ship," he explained tearing his gaze from the stars to regard her once again, "There'll be a few more broken mirrors and torn tapestries around here, I'm afraid. Wherever there was a time window. I'll… I'll pay for any damage…" he trailed as Reinette laughed, as an unsettling realization dawned on him, "Um… oh, that's a thought," he muttered with a frown, "I'm going to need money. I was always a bit vague about money. Where do you get money?"

"So, here you are. My lonely angel. Stuck on the slow path with me."

"Yep," the Doctor agreed, "The slow path," he grinned at her, though the action didn't quiet manage to disperse the sadness in his brown eyes as he raised his goblet, "Here's to the slow path."

Reinette laughed lightly again as she chinked her goblet against his and took a sip of her wine, eyeing him as his gaze returned to the stars, "It's a pity…" she mused, "I think I would have enjoyed the slow path."

"Well, I'm not going anywhere," he murmured.

"Oh, aren't you?" Reinette questioned with a smile as she set down her goblet, drawing the Doctor's gaze to her again, "Take my hand."

The Doctor quirked a brow at her, eyes mildly curious as he placed his hand in hers and allowed Reinette to lead him from the room.

 ***O*O*O***

"It's not a copy, it's the original," Reinette informed him as they stood in the doorway of her bedroom… the one she had been given years earlier, the Doctor's eyes on the fireplace, "I had it moved here and was exact in every detail."

"The fireplace…" he murmured slowly stepping towards it, "The fireplace from your bedroom. When did you do this?"

"Many years ago," Reinette murmured stepping after him, "In the hope that a door once opened, may someday open again. One never quite knows when one needs one's Doctor," they shared a smile before Reinette focused her gaze back on the fireplace, "It appears undamaged, do you think it will still work?"

"You broke the bond with the ship when you moved it. Which means it was offline when the mirror broke," the Doctor mused thoughtfully, hopefully, "That's what saved it. But…" he trailed as he stepped closer to the fireplace, "The link is basically physical, and it's still physically here," he continued to think aloud hearts racing in his chest as hope built, standing a short way behind him Reinette watched him with fond eyes that were also sad… sad with the knowledge that this would be the last time she saw him if this truly worked… and she so did hope it did, for his sake and for Sophie's…

"Which might just mean, if I'm lucky," the Doctor continued tapping the woodwork of the fireplace searchingly, listening intently even as he spoke, "If I'm very, very, very, very, very, very lucky…" he trailed still tapping and then a wide beaming grin broke across his face, "Ah ha!" he exclaimed ecstatically.

"What?"

"Loose connection!" the Doctor replied as he pulled his sonic screwdriver out of his pocket and pointed it at the fireplace the blue tip flashing as it whirred, "Need to get a man in!" he beamed as he gave the mantelpiece a solid thump with his hand and a clunk sounded as something clicked into place, he shifted standing at the ready for the turn, "Wish me luck!"

"No…" Reinette cried and the Doctor looked back his expression falling slightly as the fireplace started to turn already and Reinette lowered her head… she had so hoped to at least have a final moment… a goodbye… she had wanted a goodbye this time, for surely this would be the last time she'd see him. Her head shot up again however as his voice called back to her through the fireplace.

"Madame de Pompadour!"

Reinette quickly lowered herself unable to stop the smile as she crouched in front of the fireplace peering back at him.

"Still want to see those stars?"

"More than anything!" she replied without hesitation.

 ***O*O*O***

Sophie raised her head slightly, her eyes widening as she felt a familiar mind reappear, almost popping into existence once again the feel was so sudden, a mind that she hadn't felt in hours. She stilled against the wall she was leaning on, Rose's head leaning against her shoulder, almost not daring to really believe that what she was feeling was real… it had been hours… so many long hours… she reached out again… breath hitching in her throat as hope rose in her chest…

Rose lifted her head to stare at her curiously, "What is it?" she asked, almost scared to hope that it was what she was thinking.

Sophie's lips curved up into a wide grin… he was really… he was truly… she straightened up from the wall and turned to look at Rose her blue eyes sparkling with joy, "He's back!" she exclaimed, before she took off towards the door.

Rose beaming a grin of her own quickly moving to follow her, her hand that had been interlaced with Mickey's practically ripping from his in her haste to do so. Mickey blinked completely confused, "How does she know that?" he asked.

"Just come on Mickey!" Rose called over her shoulder not slowing as she hurried through the door after the brunette who was moving quite fast in the heels and Eighteenth Century dress she was still wearing.

Mickey sighed slightly but hastened to do so, not wanting to be left behind by the two women, not entirely sure that the two hadn't gone somewhat mental…

 ***O*O*O***

"Give me two minutes," the Doctor told Reinette grinning rather giddily as he felt Sophie's consciousness brushing against his almost questioningly, hopefully, he returned the gesture as he continued, "Pack a bag!"

"Am I going somewhere?"

"Go to the window. Pick a star. Any star," he told her, before he straightened up the sound of swiftly moving heeled feet and swishing heavy skirts reaching him and he turned from the fireplace, grinning wider as his gaze landed on Sophie, eyes meeting, before in the next moment he had his arms wrapping about her in a tight hug, "Sparks!" he exclaimed giddily as he lifted her off the ground and spun her about.

He'd just set her feet back on the ground when Rose collided with them, her arms joining Sophie's around his waist. He lifted an arm and wrapped her in a hug to, his gaze lifting to see Mickey stepping in through the door, relief written all over his face as he moved closer. He looked back down at the two women who were hugging him just as tightly as he was hugging them, "How long did you wait?"

"Five and a half hours!" Sophie and Rose replied in sync.

"Right, always wait five and a half hours," he told them as he pulled away from the embrace as he turned to Mickey, moving to hug him before he changed his mind and shook his hand instead.

"Where've you been?" Rose asked just as Sophie asked.

"How'd you get back?"

The two glanced over at each other blinking, before they shared a grin and turned expectant eyes back to the Doctor.

The Doctor grinned back at them, "Explain later," he told them, "Into the Tardis, be with you in a sec," he assured them.

Mickey turned and headed off immediately, whilst Sophie and Rose lingered for a moment just watching as the Doctor rushed back over to the fireplace, crouching down before it, "Reinette?" he called as he attempted to peer through, "You there, Reinette?"

He hit the mechanism and the fireplace revolved as it clicked back into place the two turned and headed for the Tardis.

 ***O*O*O***

The fireplace clicked into place and the Doctor turned from it to the room, and paused by it as he took in the room that was now dark. He wandered from the room and out into the corridors, searching…

"Reinette?" he called as he stepped into another room, his gaze landing on the King as he stood alone staring out a window, "Oh. Hello."

"You just missed her," the King replied, "She'll be in Paris by six."

"Ah," the Doctor murmured.

The King turned and took a few steps forward, "Good Lord…" he breathed in awe as he took in the sight of the man he'd never forget, "She was right. She said you never looked a day older," the Doctor blinked and raised his brows questioningly, "So many years since I saw you last, but not a day of it on your face."

The King turned, letting out a low sigh as he moved over to a side board and slowly pulled open a drawer, reaching in to pull out a sealed letter, "She spoke of you many times," he murmured and the small smile that had been curving up the Doctor's lips began to fade as a horrid realization began to set in as he eyed the letter in the Kings hand, "Often wished you'd visit again. You know how women are."

The Doctor swallowed thickly as the King held out the letter too him, seeing his name scrawled in an elegant feminine hand across the top of the parchment. He reached out and slipped it from the Kings hand looking at it.

The King turned as the crack of a whip sounded and the sound of trotting hooves, eyes focusing on the window again, moving back towards it, "There she goes," he breathed solemnly watching as a hearse came into view, going down the winding driveway from the palace, heading towards the gate, rain pattering heavily against the glass pane of the window, "Leaving Versailles for the last time. Only 43 when she died."

The Doctor quietly moved closer to the window, his face solemn with pain as he watched the hearse that was carrying Reinette's coffin.

"Too young… too young. Illness took her in the end. She always did work too hard," the King murmured, before he tore his gaze from the window to look at the Doctor again, eyes wet with tears that he would not shed until he was once again alone and unobserved, "What does she say?"

The Doctor was still for a moment, his gaze still locked on the hearse that was making its way through the palace gates. Without a word he tucked letter away safely inside his jacket.

The King took a breath and nodded solemnly, "Of course," he murmured, "Quite right," he turned back to the window.

After another couple of moments had past, the Doctor turned and walked back out of the room, headed back for the fireplace…

 ***O*O*O***

The Doctor stepped into the Tardis and wearily closed the door behind him, before he slowly walked up to the console where Sophie, Rose and Mickey were standing.

"Why her?" Rose asked curiously, "Why did they think they could repair the ship with the head of Madame de Pompadour?"

The Doctor sighed softly, "We'll probably never know," he murmured, "There was massive damage in the computer memory base. Probably got confused," he hypothesized as he stepped up to the controls and Sophie's brow scrunched in concern as she eyed him quietly from where she was standing beside Rose, "The Tardis can close down the time windows now the droids are gone. Should stop it from causing any more trouble."

The Doctor tapped at a few keys setting up what he needed to doing his best to act like everything was fine… that he was fine…

"Are – are you alright?" Sophie asked softly, blue eyes concerned.

The Doctor paused in what he was doing looking up at her, "I'm always alright," he replied, and offered her a small smile that only lasted a brief moment, before it faded and he looked down again fiddling with the controls… double checking them in a bid to look busy.

Sophie eyed him uncertainly, she glanced over at Rose to see that the blond looked equally as unconvinced, their eyes meeting in shared concerned.

Mickey took Rose's arm in hand in the next moment, sensing that the man wanted to be alone, "Come on, Rose. It's time you showed me around the rest of this place," he murmured and reluctantly Rose followed him from the room and up the stairs, shooting a last concerned look at the Doctor.

Sophie hesitated a moment longer, reluctant to leave him alone with the pain she'd seen in his eyes… but in that moment, even she could tell that he wished to be alone as he fiddled with the buttons, eyes locked on them. So, she reluctantly turned and as quietly as she could in the heels and heavy skirts of the Eighteenth Century dress, made her way over to the stairs, missing the Doctor looking up from the controls to watch her retreat.

He almost called her back… almost, but, instead he merely watched with solemn eyes as the skirts of the dress disappeared from view. He sighed out a breath, before slowly reaching into his pocket to pull out the letter Reinette had written to him. Hesitating to break the seal for a moment before he steeled his nerves and broke the seal to read her final words to him… his eyes focusing on the words scrawled onto the parchment.

 ***O*O*O***

Sophie stood in the large wardrobe, adjusting the sleeves of the vibrant blue dress, that she'd finally managed to wiggle out of, on the hanger she'd plucked from the rack. Satisfied that it was as good as she was going to get it. She stepped over the rack filled with dresses of similar designs. She hung it up in an available space, letting out a low sigh as she did so. Her hands that were once again clad in her own cloth elbow length gloves smoothed down the skirts, a small smile touching her lips as she momentarily reminisced over the ball, that felt so long ago now, even if it had really only been hours ago… not even half a day ago since it she'd attended.

She released the material with a soft sigh smile fading slightly as she turned away. She moved for the exit only to pause as she heard something fall to the floor behind her. She turned and blinked a bit curiously at seeing a jewellery box over turned on the floor. She moved back towards it and crouched down as she righted the box and began to replace the spilled jewellery carefully back into the box, reaching up momentarily to tuck some of her now loose hair back behind her ear as it fell forward in a thick curtain to obscure her vision. Piece by piece she put the baubles back into the ornate box, fingers brushing over them curiosity as she couldn't help but pause and examine some of the more beautiful earrings, bracelets and necklaces that had spilled out onto the floor.

She got to the last one, a pair of earrings and she paused, blinking at the sight of the small studs that had a small rather pretty bauble on the ends. She reached down and picked them up off the floor and a small chime sounded from them, making her pause again and she shot the Tardis a look, that was both unimpressed and slightly amused, "Seriously?" she asked and the Tardis merely hummed the sound almost nonchalant, but fell a bit short as it sounded rather cheeky to the brunette's ears.

Sophie rolled her eyes and put the earrings into the box with a shake of her head. She closed the lid with a resounding snap, before she straightened up and turned slowly trying to find the spot the ornate jewellery box had fallen from, seeing a space she stepped over to it and deposited the box back where it belonged before she started for the door again. She'd just gotten to the doorway, before she hesitated, her teeth sinking into her lower lip as she slowly turned back around, eyeing the jewellery box with consideration now…

'… _They had been rather pretty…'_ she supposed as she lingered a bit longer before she sighed out a breath, shaking her head at herself even as she walked back over to the jewellery box… the Tardis humming again, this time rather smugly.

 ***O*O*O***

Hours later…

Sophie almost stumbled into the kitchen and blinked as her gaze landed on the Doctor as he sat on a stool his hand cupped around a tea mug. The troubled frown on his brow almost had her turning and heading back the way she'd come, not wanting to disturb him if he still wanted to be alone, even as her heart sank heavily in her chest just as it had earlier when she'd turned and left him alone in the console room.

She'd begun to turn when he spoke, "Thought you'd gone to bed," he murmured his tone soft, and Sophie angled herself back to face him to see he'd raised his gaze from the contents of the cup, "Rose and Mickey went hours ago."

"I was about too, but I wanted a cuppa tea first," Sophie murmured, glancing away from him as she shifted, one of her hands inching to tangle into the ends of her hair that was hanging freely around her shoulders, still hovering in the doorway. Her brow scrunched slightly as she bit into her lower lip… honestly, she'd just been procrastinating a bit… just a little bit in sleeping, first by trying to lose herself in a book, which had failed rather spectacularly, and then she'd decided on tea…

The Doctor blinked as she continued to hover, concerned blue eyes returning to him and he offered her a small smile, one that was much easier and less strained than it had been earlier. He nudged a stool out slightly with a foot and then nodded at the teapot that was resting in the middle of the kitchen island, "Plenty in there. Should still be hot enough."

Sophie blinked as her gaze landed on the teapot, not having noticed it before, she nodded and grabbed herself a cup, and was soon seated on the stool hands wrapped around a tea cup of her own.

A comfortable silence settled over them as they quietly sipped. It was a silence that was broken by the Doctor a few moments later as he stared down at his almost empty tea cup again, his brow furrowed slightly once again, his eyes solemn, "She died, Sparks," he murmured lowly.

Sophie blinked and her gaze turned to him… blue eyes slightly quizzical for a moment, before eyes widened and then saddened in realization of just who he was talking about, "Oh…" she breathed solemnly, sad blue eyes lowering to her own cup, heart sinking.

"I promised two minutes… it'd been six years," he continued, before sighing out a breath and draining the last of his cup, before reaching for the teapot to pour another one, mainly to give his hands something to do. Something for him to focus on, when he'd set the teapot down again and had his hands wrapped about the tea cup once again he carried on, "She uh… she left me a letter," he said a bit more hesitantly.

And Sophie lifted her gaze to him again, wondering why he was telling her… a letter to him was… well, it was to him.

He looked over at her and gave her a sad smile easily reading the mild confusion in the sad orbs, "She wanted me to tell you… to apologize really. For, um…" he faltered a bit his throat tightening constricting about the words, "For not having the strength left to write you too. She'd been planning on it but…" he trailed.

Sophie nodded turning her gaze back to her cup, "Kind of her to think of me at all," she murmured softly, a gloved finger trailing over the rim of her tea cup.

The Doctor nodded in agreement, before he sucked in a steadying breath, a beat of silence passing between them, "I should check your shields," he murmured and Sophie blinked at the change of subject, but nodded in acceptance as she glanced over at him again. He lifted a hand from around his tea cup and brushed his fingers over temple and Sophie inhaled softly as she felt his consciousness first brush against hers and then mingle, feeling his consciousness moving along the shields… probingly, testing them for an extended moment, before carefully retreating.

"How're they looking?" she asked.

The Doctor smiled, "They're fine," he assured her and Sophie nodded returning his small smile with one of her own, "In fact," he continued glad to carry on the conversation, "There's no sign of…" the Doctor trailed a bit distracted as Sophie brushed some hair back behind her ear, revealing the lobe, "Deterioration at all…" he half mumbled as he blinked eyeing the small earring that had a small bauble hanging from it. A bauble that looked a lot like a… "Sparks," she blinked at him, "Is that a bell?" he asked.

Sophie groaned, she'd completely forgotten she put in those earrings… "Yeah… well, they looked pretty," she muttered a bit defensively, shifting slightly on the stool, "So, I thought I'd test 'em out. That's all! If I decide I don't like them, then I'm taking them out."

The Doctor's lips twitched into a smile that slowly widened as amusement built the longer he stared at the small bell at hanging from her ear and then, he couldn't help it… he laughed… loudly, shoulders shaking with mirth, his sombre mood lightening drastically, "Brilliant!" he chortled, he reached out and flicked the bell gently with a finger and beamed a wide grin as a soft melodic chime sounded from it in response, "Absolutely brilliant!" he exclaimed through another laugh, shaking his head slightly as he took in her slightly pouty look and scrunched brow. She really was an enigma his Sparks. A beautiful, brilliant enigma!

Sophie shot him a look, half tempted to take them out… it had only been a whim anyways, a test to see if she really liked them and wanted to wear them… but as she took in his wide beaming grin and bright amused eyes, she couldn't help but smile back, unconsciously deciding in that moment that she quite liked the bells after all.


	9. Chapter 8 Rise of the Cybermen

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** Thank you to everyone who followed/favourited and reviewed last chapter, and thanks to **Saberbladeprime** for helping me out again this chapter. And again, sorry for the slight wait for this chapter, January and February have been fairly busy months for me, which has cut a bit into my writing time.

 **CHAPTER 8**

 **Rise of the Cybermen**

A man in a pristine white lab coat, pressed a button, switching on a set of floodlights that silhouettes a large humanoid but robotic metal figure, "The prototype has passed every test, sir. It's working!"

"I hardly think 'working' is the correct word," an older man replied, before he moved further into the room, ordering the electric wheelchair his weak body was confined to forward, medical equipment heavily packed onto it, each device necessary to his continued survival. His eyes focused on the colossal robotic figure, "That would apply only to machines."

"I'm sorry. I should say… it's alive," the younger man replied.

The frail, but no less impeccably dressed man moved closer to the robotic figure, eyeing it intently, "Can it hear me?"

"It might still be in shock," the younger man replied casting an eye over the readings that were coming from the robotic lifeform, "Bear in mind the brain has been welded to the exoskeleton."

"Skin of metal…" the older man murmured almost in awe as he spun his wheelchair to the side so that he was completely facing the silhouetted figure, "…and a body that will never age… or die. I envy it," he admitted, "Do you know me?" he said louder, speaking to the figure, "Answer. Do you know me?"

"You are John Lumic," came the tinny robotic inflectionless response.

Lumic grinned, an exhilarated, satisfied laugh escaping him, "My child. Mark this day, Doctor Kendrick. We are blessed!"

"Well, it's not quite over yet, sir," Kendrick replied, "We need Geneva's approval," he reminded the company CEO respectfully, "Technically, this is a new form of life. And that contravenes the Bio-convention. They need to ratify this."

"And they will refuse me," Lumic stated with certainty.

"Nonetheless, we need to tell them," Kendrick insisted.

"And if I don't?" Lumic asked.

Kendrick blinked and straightened his spine, "Well, I'm sorry, sir, but it's my duty," he stated firmly, "I shall have to inform them."

Lumic's lips twisted up into a cruel smile, glancing over at the younger man, "And how will you do that from beyond the grave?" he asked rhetorically.

Kendrick shook his head in incomprehension, "I don't quite understand…"

"Kill him," Lumic ordered almost lazily.

The smile that had still been curving up Kendrick's lips faltered and faded, before he turned to the robotic figure he'd help create just in time to see it had moved. Its hand grasped his shoulder and electricity was sent through his body, he cried out as agonising pain rocketed through him.

Lumic turned to the computer, smiling in satisfaction as Kendrick slumped to the floor, dead. He tapped a few keys on the keyboard, "Captain?" he called.

"Yes, sir?" the Captain's voice came from the computer.

"Inform all staff. We have a new destination. Set sail for Great Britain!" he ordered, the satisfied smile still curving his lips.

 ***O*O*O***

 _'Delete!'_

Sophie sat bolt upright with a gasp, blue eyes wide as that cold inflectionless word seared hauntingly across her mind, just as it had the past few nights since the dreams had started plaguing her again. Always the same thing, that uncomfortable sensation of falling. Falling, plummeting, until she wasn't… and then a glimpse of metal men marching… one word, always just one word coming from the rectangular slot that was their mouth…

 _'Delete!'_

She shivered, her skin feeling clammy, the Tardis humming soothingly as her breathing began to slowly even out. She expelled a slightly shaky breath as she reached up with a trembling clammy hand to brush the messy strands of hair, that were plastered to her forehead, away from her face with a small grimace, "Shower," she muttered, throwing her blankets off of her legs, "Shower then, coffee…" she decided as she got to her feet and started for her bathroom, feet padding quietly over the carpet, "Mmm, maybe chocolate…?"

She blinked blearily as she trudged into the bathroom, catching a glimpse of herself in the mirror she grimaced at her pale reflection. The sound of the water turning on had Sophie turning away from the reflective surface of the mirror to see that the Tardis had turned on the shower for her, steam already beginning to rise as it quickly heated.

Her lips curved up into a small grateful smile, "Thanks Sexy," she murmured and the ship hummed in response.

A short moment later Sophie was stepping into the shower, the tense line of her shoulders slowly beginning to relax.

 ***O*O*O***

Mickey did his best to smile and laugh along as Rose and the Doctor broke into laughter once again, but the actions felt hollow and were short lived. A low sigh escaping him as he continued to keep his finger firmly pressing down on the button. He leaned more of his weight against the console as he looked away from the two that were seated opposite him. He was trying to be interested in the stories they were sharing.

He really was, it was just, they were jumping all over the place, leaving large holes in the trip they were retelling as they fell about laughing, Rose was almost crying she was laughing so hard now. It made it hard to follow what was going on in the tale they were trying to tell, let alone find any real enjoyment out of it.

His gaze flicked back to Rose and he felt another heavy breath escape him, his heart twinging in his chest just a little bit, his resignation deepening further as he took in the joyful look on her face… a look that once would have had him happy beyond belief just because she was happy. He was still happy that she was happy, but… it wasn't the same as it had been. Now there was a bittersweet ache that made his heart hurt, a hurt that had gotten all too familiar in the past months, with Rose's every return and every departure.

He stared at her a moment longer with resigned eyes, before looking away again, his gaze landing on the grated panelling of the console room floor. She didn't love him, not anymore, not like she used too. He couldn't say that he was surprised, things hadn't really been clicking for them as a couple for a while, but that didn't mean that it didn't hurt. Cos despite everything that had happened, he still loved her... maybe not quite as much as he once had, but, still more than enough to make his heart feel heavy.

"Do you remember Soph's face?" Rose asked through another round of laughter, a hand coming up to wipe beneath one of her eyes.

The Doctor nodded enthusiastically, "Yeah! Yeah!" he replied through his own laughter.

"What's this about remembering my face?" Sophie asked curiously as she descended the stairs into the console room, bells chiming softly, a half-eaten chocolate covered muesli bar in hand.

"That time with the big slime monster thing," Rose replied as she turned in her chair so that she could look at the petite brunette, a tongue in teeth grin lighting up her face, "When it exploded and you got covered in slime!"

Sophie grimaced and pulled a small face at the memory, "I don't think I've had a longer shower in my life then I did after that," she muttered, nose crinkled as she moved towards the console.

The Doctor sniggered a bit, "Don't think I've seen you run from the console room that fast before either."

"I was covered in stinky sticky greenish, yellow slime," she defended herself with a small pout, nose still crinkled at the memory… it'd taken forever to get the feel of it out of her hair, and the smell… that had taken forever to get off her too! She grimaced again and glanced over at Mickey and blinked a bit at the somewhat downcast expression… and the curious way he was holding down a button on the console, before she could even take the breath to even begin speaking to him, her attention was diverted as the Doctor spoke again.

"And then there was that weird munchkin lady with the big eyes? Do you remember?"

Sophie smiled and nodded, "Hard to forget the big eyed munchkin lady."

"The way she looked at you Rose! And then she opens her mouth and fire comes out!" the Doctor laughed.

"I thought I was going to get frazzled!" Rose exclaimed laughing once again, leaning heavily against the chair she was sitting in and the console for support.

"Yeah!" the Doctor exclaimed in agreement, "One minute she's standing there, and the next minute, rawwwh!"

Sophie almost choked on the bite of muesli bar she'd taken, when the two in the next moment mimicked breathing fire, before almost falling out of their chairs as they laughed harder than before and Sophie shook her head, shoulders shaking lightly as her laughter joined theirs, finally managing to shake the last of the lingering tension her dream had left her with.

"Yeah… where… where was that then? What happened?" Mickey asked just as confused by this tale as he'd been the last one.

"Oh, it was on this um… uh, this uh… planet thing, asteroid. It's a long story, you had to be there," the Doctor muttered.

Sophie rolled her eyes at the Time Lord, "It's not _that_ long of a story," she turned to Mickey ready to tell him the story when her gaze caught again on the button he was holding down, "Uh… I'm not saying that I won't tell you the story of the munchkin lady Mickey, but um," Mickey blinked at her curiously, "Why are you doing that?" she asked curiously, gesturing at the button he was firmly holding down… and had been holding down since before she'd stepped into the console room.

"He told me too," Mickey replied nodding over the in the direction of the Doctor.

The Doctor glanced over at what Mickey was doing and blinked, "When was that…?"

"About half an hour ago…" Mickey replied eyeing the Time Lord.

The Doctor glanced away a bit sheepishly, "Um. You can let go now," he muttered and Rose sniggered in amusement.

Mickey released the button, still eyeing the Time Lord, a tad suspiciously now, "Well, how long's it been since I could've stopped?"

"Ten minutes?" the Doctor muttered, "Twenty? …" he tugged at his ear a bit as Sophie began to frown at him disapprovingly, "Twenty-nine?" he admitted.

Mickey frowned at him indignantly, "You just forgot me!"

"No," Sophie let out a sound of disbelief an eyebrow arching at him, "No, no," he continued on hurriedly, "I was just… I was just…" he cast about for an excuse, fingers tugging at his ear again, "I was calibrating," Rose continued to snigger at him, "I was just… no, I know exactly what I'm doing," he assured them.

Barely a moment later the Tardis console exploded violently, sparks and flames erupting from it, sending them to the console room floor. Sophie swallowed thickly, her heart feeling like it had lodged in her throat as it pounded heavily. She gripped the console and pulled herself up off the floor, clinging to it. Rose and Mickey doing much the same as they fell, the Tardis plummeting sharply. The sentient ship shaking heavily as the Doctor frantically tried to operate the console, tweaking buttons and pulling levers with desperation.

"What's happened?!" Rose asked eyes wide with fright as nothing the Doctor did seemed to do anything to stop their rapid descent.

"The time vortex is gone!" the Doctor replied with shock and disbelief, "That's impossible, it's just gone!" he continued staring in disbelief as he tried a couple more knobs and levers, "Brace yourself!" he shouted at his companions, "We're going to crash!"

A moment later they crashed, the impact tossing them to the console room floor again, gas masks dropping from the ceiling, "Everyone alright?" the Doctor asked, "Sparks? Rose? Mickey?"

"I'm fine," Mickey replied as Rose nodded, "I'm ok, sorry."

Sophie swallowed thickly as she slowly pushed herself onto her feet, her knees feeling a bit shaky, "Yeah… I-I'm fine," she murmured softly gazing about the dark console room with wide eyes, before her gaze flicked back to the dark smoking console, "What," she swallowed again past the lump in her throat as her voice shook slightly, her gloved hands clenched at her sides as she fought down the urge to twist them together anxiously, "What happened to her?"

"She's dead," the Doctor whispered in reply his own gaze locked on the dark smoking console, a clicking sound coming from the engines as they began to cool down, "The Tardis is dead," he continued in horrified shock as he started to slowly make his way around the console.

"You can fix it?" Rose asked quietly, hopefully.

"There's nothing to fix," the Doctor murmured still staring at the lifeless console with shocked disbelief, "She's perished," he placed his hand over a lever and pulled it back and forth fruitlessly, "The last Tardis in the universe… extinct."

Rose swallowed, fear beginning to creep in, "We can get help, yeah?" she asked the Time Lord, a touch of desperation entering her tone as she eyed him.

"Where from?" the Doctor countered as he released the lever to press a button on the lifeless console.

Rose shrugged helplessly, "Well, we've landed," she tried, "We've gotta be somewhere!"

"We fell out of the vortex, through the void, into nothingness," the Doctor replied slowly turning from the console to look at her, "We're in some sort of no-place…"

Sophie blinked and turned her wide-eyed gaze to him, "No-place?" she murmured quietly, doing her best to focus in on the conversation rather than her spiralling thoughts.

The Doctor turned his gaze to her and nodded slightly, "The silent realm…" he expounded, "The Lost Dimension…"

"Otherwise known as London!" Mickey called back to them from the doorway with a laugh as he peered out the door he'd opened, before he stepped outside with a wide relieved grin.

Sophie blinked rather taken aback at that, "Wait… what?" she muttered, glancing over at the Doctor again in confusion. That hadn't been what she was expecting, not with the dreams that had been plaguing her and not with the Doctor's explanation of where they'd crash landed.

The Doctor frowned moving towards the open Tardis door, "It can't be…" he muttered, Sophie and Rose following him.

"Ha! So much for can't be!" Rose exclaimed jubilantly as they stepped out of the Tardis and into a bright sunny.

"London, England, Earth," Mickey stated with some amusement, still grinning widely, "Hold on…" he said spotting a discarded paper on top of a dustbin. He jumped down off the low wall and picked it up to look over the cover, "First of February this year," he read, "Not exactly far flung, is it?" he queried as Rose jumped down and peered over his shoulder at the newspaper curiously.

Sophie hummed a little in surprise at the date, "Warm for February," she commented as she jumped down, bells chiming a bit louder than normal as she landed.

"Says the gal in the leather coat," Rose teased, lifting her gaze from the newspaper to glance over at her.

"Not to mention the gloves," Mickey chimed in and then blinked, looking over at her curiously, "What is with the gloves anyway?" he asked and then blinked as Rose seemed to still beside him and Sophie shifted a vulnerable look crossing her face briefly, and lingered in her eyes as she stared at him.

Sophie shifted slightly, a hand coming up to tangle in the ends of her hair, that she'd pulled back in a loose half up half down style, "Um, well… uh," she fumbled over her words, not having expected the question… a couple walked by and Sophie glanced over at them before turning her gaze back at Mickey who was honestly beginning to wonder whether he should have asked or not, he hadn't meant to make her uncomfortable with the question… she just always seemed to be wearing them… no matter the weather… "I'll tell you later," Sophie settled on, not feeling comfortable bringing it up on the London Street.

Sophie blinked a bit in surprise and confusion at the unhappy look that crossed Rose's face at that, but then the blond was smiling at her and nodding slightly. Sophie returned the smile, unsure if she'd perhaps imagined the somewhat displeased look that had flickered over the blonde's face…

The Doctor tore his gaze from the skyline he'd been observing, a frown pulling down his own brow, unsure how he felt about Sophie telling Mickey… the boy was an idiot, a somewhat clever idiot at times but still an idiot, one that had called him a 'thing' when they'd first met. He narrowed his eyes on the boy slightly, if he ever called his Sparks a 'thing'… he jumped down from the low wall, glancing about them as he joined them, "So," he began casually drawing their attention to him, "This is London," he commented.

"Yep," Mickey replied with confidence.

"Your city," the Doctor murmured with the same casual tone.

"That's the one," Mickey confirmed with the same confidence as before.

"Just as we left it," the Doctor persisted.

"Bang on," Mickey agreed.

"And that includes the Zeppelins?" the Doctor asked raising his gaze up to the sky again and Sophie, Rose and Mickey followed it.

"What the hell…?" Mickey exclaimed in shock.

Sophie blinked, "Oh…" she murmured, frowning slightly as she stared at the massive Zeppelins as they passed overhead.

"That's beautiful," Rose breathed.

"Ok," Mickey shrugged, lowering his gaze from the Zeppelins to look at the Doctor again slightly uncertain now but trying to play it off, "So, it's London with a big international Zeppelin festival."

"London doesn't have a 'big international Zeppelin festival'," Sophie replied, looking at the Zeppelins that were slowly moving through the air for a moment longer before she turned her attention back to the Doctor as he spoke again.

"This is not your world."

"But, if the dates the same…" Mickey trailed with confusion before realization hit him, "It's parallel, right? Am I right? Like parallel Earth where they've got Zeppelins," he said with growing enthusiasm, "Am I right? I'm right aren't I?"

"Must be," the Doctor muttered with a small nod.

Sophie blinked frowning still, "So… we fell out the vortex and into a parallel world?" she muttered quizzically, fingers that were still entangled in the ends of her hair tugging lightly as she pondered the concept.

"Seems like it," the Doctor nodded in agreement once again.

"So, a parallel world where…" Rose trailed smile beginning to slip as shock lanced through her as her gaze caught on something.

"Oh, come on," Mickey cut in, turning to her, impatient with his excitement at being right, "You see it on films. Like an alternative to our world were everything's the same but a little bit different, like… I dunno... traffic lights are blue, Tony Blair never got elected…"

"And he's still alive…" Rose murmured softly, her gaze still affixed to the advert poster that had her father, Pete Tyler on it, holding a cherry flavoured Vitex Lite drink.

"Oh…" Sophie breathed softly as she followed the blonde's gaze to the poster, easily recognizing the man despite the fact that she'd really only met him once… but it was a once that she doubted that she'd ever forget… she swallowed thickly.

"A parallel world and my dad's still alive…" Rose murmured transfixed as she moved towards it, the Doctor, Sophie and Mickey following after her.

"Don't look at it, Rose. Don't even think about it," the Doctor warned her sternly, only for the blond to ignore him as she continued towards the poster, "This is not your world."

"But he's my dad…" Rose murmured reaching for the poster, "And…" her finger brushed over the surface of the poster and it sprang to life.

"Trust me on this," the image of Pete Tyler told them winking and giving them a thumbs up.

Rose stepped back, "Well, that was weird," she muttered before she began to smile again elation starting to build as the reality of him being on a poster like that sank in, "But he's real!"

"Trust me on this."

"He's a success!" Rose exclaimed joyfully, just like she always knew he would be, ever since she was a little girl… she'd just knew he'd be a success if he'd been given a chance and in this world, he'd had just that!

"Rosie…" Sophie murmured with concern, her eyes sad.

"He was always planning these daft little schemes," Rose cut in beaming a grin at the curly haired brunette too happy to really notice, or register the concern in the brunette's blue eyes, "Health food, drinks and stuff," and Sophie nodded a bit recalling Rose telling her that before, stilling eyeing her with sad concerned eyes, "Everyone said they were useless. But he did it!"

The Doctor shifted, grasping the blond firmly by the shoulders, "Rose," he stated firmly drawing the blonde's gaze to his own, "If you've ever trusted me, then listen to me now," Rose's gaze drifted happily to the beaming poster of her father again, "Stop looking at it!" he ordered sternly and her gaze tore reluctantly from the poster to look at him again, "Your father's dead. He died when you were six months old. That is not your Pete."

Rose's smile faded as she swallowed, but her gaze drifted over to the poster again, the proof that her dad was alive… alive and a successful businessman.

"That is a Pete. For all we know," the Doctor continued urgently, needing Rose to understand, "He's got his _own_ Jackie, his _own_ Rose. His _own_ daughter who is someone else, but not you," Rose's eyes started drifting towards the poster again, but she swallowed and attempted to stop herself from looking, "You can't see him. Not ever."

Rose gave a tiny nod looking down sadly, her heart hurting and the Doctor released her with a small sigh, tugging at his ear. Sophie reached over and took the blonde's hand in her own giving it a comforting squeeze, the blonde's grip tightening about hers in response, whilst Mickey laid a comforting hand on her shoulder.

"Trust me on this. Trust me on this. Trust me on this. Trust me on this," the poster of Pete continued to play…

 ***O*O*O***

The Doctor glanced up from where he was fiddling with a few of the controls of the dark console, his gaze going to Sophie who was leaning against the wall not too far away from him, a pensive scrunch to her brow as she stared unseeingly at a spot on the console room floor, one of her hands almost idly playing with the ends of her hair, twisting and untwisting a lock about her pointer finger. He glanced back down at the console twisting another knob and flicking a switch… the console remaining dark and unresponsive… he blew out a low breath, before he glanced over at the pensive brunette again. The pensive scrunch to her brow deep enough that he'd say that she was almost brooding, "What're you thinking about, Sparks?" he broke the silence a moment later, curious and wanting a distraction from the lifeless silence of his Old Girl and the unresponsive console.

Sophie blinked registering the sound of his voice, bells chiming softly as she turned her head to look at him, "Lots of things," she murmured in response.

The Doctor shifted, hands sliding away from the console as he leaned against it, almost pouting at her vague response, "Anything you feel like sharing?"

 _'Yes.'_ Was Sophie's immediate thought in response to the question, but she couldn't… not about the marching metal robot men that she'd been catching glimpses of in her dreams, marching metal men that had yet to make an appearance… if they even would anytime soon… stupid, useless visions hadn't told her anything… never told her anything… always left her guessing and unsettled… and a few times just plain horrified…

The fingers of her hand tugged against the strands of her hair as her teeth sank into her lower lip, and then there was… Sophie sighed out a breath and gave him a small slightly strained smile, "Among other things," she began lowly, hesitantly, "… my parents," she admitted quietly, fingers twisting her hair about them again.

The Doctor stilled, hearts clenching in his chest, even as he mentally cursed himself for a thick idiotic fool for not realizing earlier… for not thinking of it… because of course she would be thinking about her parents… how could she not be after that poster…

Sophie's wide vulnerable conflicted eyes met his, "I mean, there's a possibility that they're alive in this world, right?"

The Doctor tugged at his ear, eyeing her sadly, his expression solemn as he slowly nodded, "There's a chance," he began cautiously, "But Sparks,"

"I know," Sophie cut in anxiously, fingers tugging at her hair again, "They-They wouldn't be mine. They'd be _hers_ …" she swallowed, "I _know_ that they'd be _her_ parents and not _mine_ , but… I can't stop thinking, wondering what it'd be like growing up with them. What they'd be like as parents…" Sophie paused and shook her head, "This would be…" she hesitated pained, "This would be easier if I still didn't want to know… didn't care…"

The Doctor shook his head, he very much doubted that she ever truly hadn't cared, more something she'd told herself as a child, told herself over and over to try and ease the pain at the idea of possibility that her parents had abandoned her. He stepped away from the console, moving towards her, "Sparks," he began drawing Sophie's gaze back to him, only for the Tardis door to creak open as Mickey stepped inside and Sophie immediately hid her pain and vulnerability behind a protective calm mask as she turned to look at Mickey as he pulled the door closed behind him.

The Doctor frowned in irritation and annoyance at the interruption as he too turned his attention to Mickey, "I told you to keep an eye on Rose!" he rounded on him angrily.

"She's alright…" Mickey began a bit defensively.

"She goes wandering off," the Doctor cut in shaking his head, before shooting Mickey a look full of irritation, "Parallel world, it's like a gingerbread house! All those temptations calling out," Sophie winced a little as she once again tried to stop thinking about her parents and all the 'what if's'.

"Oh, so it's just Rose, then?" Mickey retorted eyes narrowing on the Doctor, "Nothing out there to tempt me?"

The Doctor shrugged dismissively and turned away from him, "I don't know, I can't worry about everything…"

Sophie shot the Doctor a look, before cutting in as she turned her gaze back Mickey, "Of course there is," she murmured and Mickey offered her a small grateful smile.

The Doctor stepped back towards the console, "If I could just get this thing to…" he kicked it, hard, in his irritation, his frown deepening into a scowl as pain radiated up his foot and into his leg, and he limped slowly around the console towards the pilot's chair, grimacing with every step.

"Did that help?" Mickey asked with amusement as he and Sophie watched him.

"Yes," the Doctor replied curtly.

"Did that hurt?" Mickey asked smirking just a little.

"Yes," the Doctor repeated as he finally reached the chair and sat down in it, "Ow," he whinged as he began to rub his aching foot.

"Shouldn't have kicked her," Sophie muttered and shook her head.

The Doctor pouted at her slightly, only to smile a little at seeing a small smile curling up her own lips, glad to see it even as the pain lingered in her eyes.

Sophie blinked and glanced down as her phone suddenly made a small bleep sound and buzzed in her jeans pocket, pulling it out she glanced over the screen eyeing the notification for a moment, 'Cybus Network – Welcome! Free Trail Period'. She stared at it for a moment, hesitating, before simply tapping a button on the side of her phone darkening the screen again and slipping it back into her pocket.

 ***O*O*O***

Sitting on a bench by the bank of the Thames, Rose sat phone in hand as she stared down at the notification she'd received, Zeppelins moving through the air above her head, one flying so low that it barely missed the rooftop, a 'Cybus' logo stamped on the bottom of it. She tapped her thumb over the accept button and immediately another screen popped up as her phone connected to the network and footage of the news began to play…

 ***O*O*O***

"We're not meant to be here," the Doctor murmured as he gazed pensively at the dark lifeless console, "The Tardis draws its power from the universe, but it's the wrong universe. It's like diesel in a petrol engine."

Sophie nodded slowly in understanding, glancing around the dark console room of the ship that felt so empty without the presence of the Tardis, whilst Mickey walked over to him and sank down into the chair beside him, "But…" he began with confusion and Sophie shifted slightly, her gaze turning to him, "I've seen it in comics," he continued and Sophie blinked, "People are hopping from one alternative world to another, it's easy."

"That's comic books, Mickey," Sophie murmured softly as the Doctor shot him a withering look full of condescension.

"Not in the real world," he said derisively, before he paused glancing over at the two of them, before he sighed out a breath, "Used to be easy," he admitted, "When the Time Lords kept their eye on everything, you could hop between realities, home in time for tea," he murmured, "Then they died, took it all with them. The walls of reality closed, the worlds were sealed," Sophie frowned slightly, pensively at that, wondering just how they'd fallen into a parallel reality if everything had been sealed off like that, "Everything became a bit less kind," the Doctor sighed.

"Then how did we get here?" Mickey asked.

The Doctor sighed in frustration, "I dunno," he muttered wearily, "Accident?" he suggested in the next moment, "Should've been impossible," he continued lowly, "Now we're trapped."

Silence fell over them and Sophie found herself glancing about the dark console room again, hoping to see even just a flicker of life from the beautiful ship. Her gaze moved over the grated panelling and then she blinked, pausing as she thought she caught a glimmer of a soft glow coming from beneath the grilling by the console

"What's that?" the Doctor asked sitting up in his chair and leaning forward a bit, as Sophie turned her gaze back, her gaze landing on a small green light shining through from under the grilling.

"What?" Mickey asked seeing them both staring.

"That, there," the Doctor exclaimed pointing, "Is that a reflection?" he asked practically leaping from his chair as he moved towards it.

Sophie shook her head, "No… I-I don't think so," she murmured as she moved towards the console, crouching beside the Doctor and Mickey to get a closer look at the glow.

"It's a light!" the Doctor cried with excitement, "Is it? Is that a light? I think that's a light!" he rambled giddily.

Sophie nodded, "Yeah! That's a light!" she exclaimed, smiling widely.

"That's all we need!" the Doctor grinned and the three of them began to pull up the grilling exposing the small green light, "We've got power!" the Doctor cheered giddy beyond belief at the revelation, "Sparks! Mickey! We've got power! Ha!"

Sophie and Mickey watched as the Doctor swiftly jumped down into the opening they'd made and began working his way towards the small shining green light. The curly haired brunette cringing every time he carelessly pulled out important looking internal pieces of the Tardis as he went, moving closer and closer to the light, eventually standing right under the console.

"It's alive!" he exclaimed joyfully, deliriously happy as he pulled something else out of his way, eyes locked on the tiny green glow… he could just about reach it now!

"What is it?" Mickey asked curiously.

"It's nothing," the Doctor replied airily and Sophie blinked exchanging a brief glance with Mickey before they went back to peering down at the what the Doctor was doing, "It's tiny," he continued, "One of those insignificant little power cells that no one ever bothers about, and it's clinging to life, with one little ounce of reality tucked away inside."

Sophie smiled, "Doesn't sound so insignificant to me," she murmured, only to cringe again as the Doctor ripped out some wires that were in his way.

"Is it enough to get us home?" Mickey asked hopefully.

"Not yet," the Doctor replied as he reached the power cell and picked it up. He cupped it carefully in his hands as he sat back on a small set of stairs under the grilling, "I need to charge it up."

"How do we do that?" Sophie asked curiously as she eyed the small cell that was cradled in the Doctor cupped hands.

Mickey shrugged, "We could go outside and lash it up to the National Grid," he suggested and Sophie glanced over at him blinking a bit in mild confusion. Mickey blinked back, wondering what that look was for, it seemed like the most obvious solution to him.

The Doctor grinned at the pair chuckling a bit, "Wrong sort of energy Mickey," he replied drawing their gazes back to him, "It's got to come from our universe," he reminded him.

"Oh," Mickey muttered a bit awkwardly glancing over at Sophie again and returned her small smile, having completely forgotten that detail, and really when someone said 'charge' he thought 'electricity' not 'universe energy'. He turned his gaze back to the Doctor, "But we don't have anything."

The Doctor grinned again, lifting his cupped hands carefully towards his face, "There's me…" he murmured in response to their inquisitive looks, before he blew on the surface the green light glowing brighter in response, "I just gave away ten years of my life," he told them and Sophie and Mickey blinked at him in surprise, "Worth every second!" he beamed before a giddy laugh escaped him and Sophie smiled fondly, shaking her head slightly in amusement.

 ***O*O*O***

Still sitting on the bench by the Thames, Rose bit her lower lip as she stared down at her phone for a moment longer, before she gave in to the desire to just search his name. she typed 'Pete Tyler' into the Cybus Network with slightly shaky fingers and hit the 'enter' button on her phone, her breath catching as the results showed up barely a second later…

 ***O*O*O***

"It's going out. Is that ok?" Mickey asked with concern as the bright glow of the power cell began to fade.

"It's on a recharging cycle," the Doctor replied as the light brightened again before dimming once again, "It'll loop round, power back up and be ready to take us home in, oh, twenty-four hours?" he estimated.

Sophie's expression fell ever so slightly at that even as her lips quirked back up into a small smile as the Doctor kissed the power cell. Twenty-four hours in the 'gingerbread house' tempted by all the 'what ifs' surrounding her parents fate… she swallowed thickly, her gloved hands clenching about her knees. _'Don't think about it, Sophie!'_ she mentally scolded herself, but the thoughts lingered stubbornly even as she focused her attention on the pulsing power cell in the Doctor's hands.

"So, that gives us twenty-four hours on a parallel world?" Mickey asked perking up a bit more at the information.

"Shore leave!" the Doctor replied with a nod, grinning brightly still caught up in the thrill of his ship being alive, "As long as we keep our heads down. Easy. No problem," he remarked, tossing the power cell up in the air and catching it again, "Let's go tell, Rose," he said enthusiastically jumping up from where he was sitting and heading to the door, Mickey swiftly following him.

Sophie got to her feet a bit more sedately, taking a steadying breath as she followed them to the door, "Yeah… easy…" she mumbled dubiously to herself.

 ***O*O*O***

The Doctor, Sophie and Mickey walked down the path by the Thames embankment, "There you are!" the Doctor called jovially when they spotted her sitting on a bench, "You alright? No applause, I fixed it!" he said cheerily showing her the power cell he still had firmly in hand, "Twenty-four hours, then we're flying back to reality," he grinned taking a seat next to her on the bench, holding the power cell up for her to see once again as Sophie moved to take a seat on the other side of the blond, eyeing her 'little sister' with concern as she continued to just stare at her lap, or rather, the phone that she was holding in her lap, a lost expression on her face.

"Rosie?" Sophie questioned softly, moving to take one of her hands in hers.

The Doctor grin faded as he lowered the power cell he'd been holding as he took notice of the mobile, "What is it?"

Rose swallowed, one hand curled around Sophie's, "My phone connected. There's this… Cybus Network, it finds your phone. It gave me internet access."

Sophie frowned slightly even as she gave a short nod, remembering the notification she'd gotten on her own phone, one that asked you to accept or reject the free trail. She remained silent choosing to just listen to what was troubling the blond instead of mentioning it.

"Rose, whatever it says, this is the wrong world," the Doctor reminded her.

Rose swallowed, her hand tightening slightly around Sophie's grateful for the familiar comfort of the brunette's gloved one, "I don't exist," she murmured and felt Sophie's hand tighten around hers.

The Doctor frowned at her, "What do you mean?"

"There's no Rose Tyler. I was never born. There's Pete, my dad, and Jackie… he still married mum… but they never had kids," Rose murmured and from where he was standing by the end of the bench, Mickey stared at her, his expression unreadable, but eyes sad as he stared at her.

"Give me that phone," the Doctor demanded as he reached to snatch it from her grip, Rose swiftly pulled it away, clutching it protectively, and he pulled back again with a low sigh wishing that he'd thought to confiscate the thing before he'd headed into the Tardis.

"They're rich," Rose commented throat feeling tight, "They've got a house and cars, and everything they want," she paused, the back of her eyes beginning to prick painfully, "But they haven't got me," she murmured her voice shaking as she tried to fight back her tears. She released Sophie's hand and got up from the bench moving a few steps away, before turning back to them, "I've gotta see him," and Sophie's eyes widened as she stared at the blond, heart sinking in her chest.

The Doctor stiffened, his spine straightening, "You can't."

"I just wanna see him," Rose protested pleadingly.

"I can't let you!" the Doctor replied firmly as he stood.

"You just said twenty-four hours!" Rose exclaimed angrily, glowering at him.

"You can't become their daughter," the Doctor retorted exasperated and wary as he returned her glower with a glare of his own, "That's not the way it works! Mickey, tell her!" he demanded as he turned to him, gesturing at Rose.

Mickey shifted his expression thoughtful, "Twenty-four hours, yeah?" he murmured as he started back a couple of steps.

Sophie blinked at him eyes still wide, "Mickey?"

"Where're you going?" the Doctor asked him with bewilderment, not having expected this from him.

"Well, I can do what I want!" Mickey retorted defiantly, even as he felt a stirring of guilt as he took in the wide-eyed look Sophie was giving him, eyes sad and full of a pain he didn't fully understand.

"I've got the address and everything," Rose stated as she started walking backwards away from the bench.

Sophie swiftly turned her head back to look at Rose, her heart hammering against her ribcage, the muscle aching with every beat, "Rose?" she called to her, voice straining against the lump that was lodged in her throat.

"Stay where you are, both of you!" the Doctor demanded as he looked from one to the other frantically, "Rose, come back here! Mickey, come back here right now!"

"Rosie…!" Sophie called and Rose hesitated in her backwards retreat.

"I just wanna see him, Soph," Rose pleaded feet shuffling with her desire to keep going, "My dad's alive, your parents could be too!" Sophie stilled, her face freezing as pain lanced through her hotly and her eyes pricked, hands clenching over her knees, "Don't you wanna see if they are?"

The Doctor who'd frozen in shock at what Rose had said, spun on his heel, turning to face Rose again, face incredulous and eyes angry, "Rose…!" he shouted only to still as Sophie spoke, her tone quiet but cold and his hearts ached at the sound.

"Too far!" Sophie stared at the blond her gaze hard and icy, her face just as cold and unyielding making Rose flinch at that particular mask… one she'd first seen in Cardiff when that woman from the orphanage had called out to her… one that was now directed at her.

Rose's stared back stricken. Honestly, she hadn't meant to hurt her, she'd just… she just really, her eyes pricked hotter tears beginning to truly well, "Soph, I…"

Sophie bit her lower lip harshly as she shook her head as she stood up from the bench and started away, needing to get away from the blond, her heart pounding harshly in her chest, words escaping her.

"Sparks?" she heard the Doctor murmur as he reached for her, but she sidestepped his hand and marched on, shaking her head again, shoulders beginning to shake with supressed tears, just truly needing to get away in that moment.

The Doctor swallowed thickly watching her slowly retreating back for a moment before he rounded on the blond again, "Rose!"

"I know! I'm sorry!" she apologized like she'd been going to when Sophie got up and stalked away from them, not even stopping for the Doctor.

The Doctor shook his head at her, "Then why did you say it?!" he demanded angrily glaring at her. Sophie had been struggling enough with the temptations of this parallel world as it was without Rose thoughtlessly shoving it in her face!

Rose ducked her head swallowing, "I just…" her voice hitched, "I just wanna see him," she murmured miserably, feeling truly wretched and guilty, but she couldn't keep herself from glancing down at her phone again.

The Doctor gave her a last frosty look before he whirled back around, catching another glimpse of Sophie's retreating back as he did so, "Mickey, get back here!" he demanded again.

Mickey swallowed, hesitating a moment after what had just happened, before he shook his head, "Uh… I've got things to see and all, yeah? Yeah!" he said more firmly nodding as he started backing away again. He couldn't not go… he needed to know…

The Doctor scowled frustrated, gaze shooting over to Sophie again, hearts pounding as for a moment she was obscured by other people that were going about their business as she got further and further away from them, "Like what?!" he demanded.

"Well, you don't know anything about me, do you?" Mickey retorted frowning at the Doctor as he continued to back away, "I'm just a spare part."

Rose bit her lower lip gazing down at her phone a moment longer, before she glanced after Sophie a last time, before her gaze went back to the Doctor, "I'm sorry…" he turned back to her scowling, "I'm really sorry," she said again wanting him to understand that she meant it even as she started backing away again, "But, I've gotta go," she murmured, a tear slipping from where they were welling in her eyes and rolling down her cheek, before she turned and started walking away briskly… she hadn't meant to hurt anyone, least of all Sophie, but she… she just… Rose wiped at her cheek sniffling slightly.

"Rose!" the Doctor called after the blond, turning frantically to look after Sophie again and then over to Mickey who was still backing away, and then back to Rose, before turning to look after Sophie again.

Mickey snorted, "Go on, then," he said with a gesture, "There's no choice, is there?" he more stated then asked, as the Doctor turned back to him, "You can only chase after one of us. And we both know that it's never going to be me," he stated firmly eyeing the Time Lord with confidence.

The Doctor glanced after Sophie's retreating form once again, her petite form rather far away now, before glancing after Rose, and then back to Sophie, before he turned back to Mickey, "Back here, twenty-four hours!" he shouted, before he turned away from him and hurried down the path Sophie had taken.

Mickey watched him for a brief moment, "Yeah. If I haven't found anything better," he muttered to himself, before he turned and walked away.

 ***O*O*O***

 _'They're not yours, Sophie!'_ the petite brunette told herself as she continued moving, but it didn't do much good, the thoughts… the 'what ifs' still vied for her attention. What if they were alive…? What if they weren't…? What if the assassin or assassins had killed baby her this time too…? What if nothing had changed at all for her… what if she had still ended up in that orphanage…? What if her parents hadn't even met…? What if like Rose, she hadn't been born…? What if, what if, what if…? So many of them!

Her fingers tangled in the ends of her hair jerked painfully, _'Stop thinking about it! They're not… they aren't… your parents are dead!'_ she told herself again, they were dead and she didn't even know them… and just… she shook her head at herself, trying to banish the thoughts again… and again failing…

She swallowed thickly, her throat still feeling tight, her heart still aching, 'My dad's alive, your parents could be too… …Don't you wanna see if they are?' Sophie's lower lip trembled slightly, eyes pricking hotly as Rose's words echoed through her mind again. Of course, she wanted to know! Of course, she did! But… her fingers tangled further into the ends of her hair… but, they weren't hers! If they were even alive, they weren't hers… but she couldn't stop thinking about the possibilities, the curiosity… just what were they like?

She shook her head again, expelling a breath, she didn't even know their names! It was only thanks to pictures in that house that she even knew what they looked like… her steps faltered a bit… that house, a possible address… she inhaled sharply tears threatening to well in her eyes as she sped up her steps again, _'Just get to the Tardis!'_

She heard the sound of someone hurrying up behind her and she glanced over at them as they fell into step beside her, before she looked away again, hand tugging at her hair again.

"Sparks?" the Doctor murmured, eyeing her with concern, hearts aching all the harder for her at reading the pain in her eyes… and behind the protective mask.

Sophie shook her head, teeth sinking into her lower lip, stubbornly fighting back the tears that wanted to well in her eyes… why did it have to hurt so much? She didn't even know them… they were just two people… two people who'd, judging by all the pictures in that home, that she was trying so hard not to think about… had loved her… and who she couldn't even remember! Her hand tugged against the strands of her hair again, barely noticing the pull against her scalp as she tangled her fingers deeper into her thick locks.

Sophie sighed out a heavy breath, "I'm sorry," she apologized glancing over at him again.

The Doctor swallowed, "What for?" he asked her concerned.

"For just walking away back there," she replied softly, "I just… I couldn't…" Sophie struggled for words and the Doctor nodded slowly. She sighed out another breath and then blinked as she realized, "Where's Rose?"

The Doctor glanced away from her with a scowl darkening his brow.

Sophie swallowed, her heart sinking further, something that she hadn't thought possible earlier, "Ooh…" she muttered voice shaking slightly, "…Mickey too," she murmured quietly, her teeth sinking harshly into her lower lip again and her steps quickened trying to leave thoughts of her own temptations behind… something that was somehow harder and more painful with the knowledge that both Rose and Mickey were racing towards theirs.

The Doctor watched her with sad eyes as he trailed a little behind her, "Sparks," he called, "Where are you going?" he asked as he quickened his own pace to fall into step with her again.

"The Tardis," Sophie replied without hesitation.

The Doctor arched a brow at her, "The Tardis?" he questioned glancing about the street they were on.

Sophie nodded, "Yep."

"Really?" the Doctor commented his tone drawing Sophie's gaze back to him, "Cos it looks more like we're walking along a street that in a few more blocks could take us to a certain residential street," Sophie blinked, steps faltering as she began to really look at the street they were on… the direction she was heading, "And a certain house with a low brick wall and purple tulips planted along the front of it."

Sophie came to a complete stop, frowning somewhat confused at where she'd ended up, "Oh…" she breathed, gaping slightly, hand untangling from the ends of her hair… but she'd been heading for the Tardis! She swallowed thickly, "Bugger… just… _bugger!_ " she cursed, squeezing her eyes tightly shut for a moment, before she moved over to a bench and sank down onto it with a heavy sigh.

"I thought I was heading for the Tardis," she muttered quietly as the Doctor sat down beside her on the bench.

The Doctor nodded, "Yeah, I got that," he murmured softly.

Sophie glanced over at him, her gaze meeting his, her hands clenching together on her lap, "Tell me it's a bad idea," she requested… she knew it was… but she needed to hear it.

The Doctor was silent a moment, hating the pain in her eyes, "It's a really bad idea, Sparks," he murmured somberly.

Sophie nodded, her hands clenching together tighter as she looked away from him again, "Ok," she murmured, swallowing past the lump in her throat.

The Doctor breathed out a low sigh, placing an arm around her slumped shoulders, tucking her against his side, brown eyes conflicted as he stared at the people bustling about them, not paying them any attention.

He scratched at his ear with his free hand as he pondered the issue, Rose and Mickey were already off doing whatever the hell they wanted despite his warnings… and Sophie… he glanced at her, arm tightening around her shoulders comfortingly, she couldn't even remember her parents… he frowned turning his gaze to the street again completely torn over what to do. It was a bad idea, parallel world, gingerbread house… and they wouldn't actually be her parents. He tugged at his ear uncomfortably, hearts aching for her warring with his logic. He glanced at her again as she just silently watched the street, focusing on her breathing, he knew, as she took controlled even breaths. Oh, what the hell…

Sophie shifted on the bench, bells chiming softly as she turned her head to look at the Doctor, lips curved up in a small smile that was tinged with sadness, "We need to go, right?"

The Doctor blinked surprised, "What?"

Sophie blinked back, "Um, Rose and Mickey. I figured that we'd need to go find them…" she trailed a bit awkwardly and got up off the bench as the Doctor continued to blink at her like he'd been taken completely off guard.

"Uh… right, yeah," he replied nodding, continuing to stare at her, he'd been just about to say they could go check the house and just have a look and see… and she was, just had… he smiled fondly, brilliant his Sparks. A beautiful brilliant enigma that never failed to amaze him.

Sophie blinked again as the look in the Doctor's eyes shifted, becoming warmer more intense, that strange tension rising… she shifted a bit awkwardly in confusion as her cheeks flushed lightly and her stomach did that odd flip-flop.

She cleared her throat, "Um… Rose and Mickey were going in different directions," she recalled, "So uh… do you know where Mickey went off to?"

The Doctor shook his head, "No," he admitted with a mild grimace.

Sophie nodded, "Ok," she murmured, glancing about the street they were on again, "Well, we know where Rose was off to and I'm sure she'll know something about where he'd want to go."

The Doctor nodded, getting up off the bench, "She's probably half way to the Tyler's by now," he muttered.

Sophie pulled her phone out of her pocket, "We'll need that address then," she murmured recalling Rose saying something about having the address, her phone lighting up in her hand with a press of a button.

The Doctor shifted closer, peering down at the phone over her shoulder, "Cybus Network," he murmured musingly as he read the notification that Sophie had ignored earlier.

Sophie nodded, "Yeah, I got it to," she muttered.

"Didn't accept it though," the Doctor commented glancing from the phone to her.

Sophie swallowed, shrugging this time as she briefly glanced over at him, a small strained smile curling up her lips, "Easy to resist when you don't have anything to look up," she murmured softly and the Doctor felt his hearts clench in his chest at the reminder that Sophie didn't even know her parents names… knew next to nothing about them except that they'd been taken from her for an unknown reason.

Sophie hit the accept button on the notification and swiftly entered 'Pete Tyler' into the network, her teeth nibbling at her lower lip as she quickly searched through the results that had popped up, before clicking into the most likely one, "Ah, found it!" she exclaimed a moment later.

"Right then," the Doctor said with a nod as he glanced at the address on the screen, taking her hand as they started off back the way they'd come, "Let's see if we can't catch her… preferably before she does something stupid," he muttered with a frown.

Sophie slipped her phone away again, bells chiming as they moved quickly along the path, her hand grasping the Doctor's perhaps a bit tighter than necessary, doing her best to focus on finding the stubborn blond and not the ache in her chest or the 'what ifs' that still wanted to intrude on her thoughts…

 ***O*O*O***

"I can't believe that worked," Sophie murmured glancing over at the Doctor as they stepped off the bus that they'd hopped aboard in the hopes of getting ahead of the blond.

He grinned at her and patted his chest over his inner jacket pocket, "Psychic paper, Sparks. Never go anywhere without it," he replied a bit smug.

Sophie shook her head a bit in mild amusement, "Right, yes. Who needs money or a bus pass when you've got psychic paper."

"Exactly," the Doctor replied as they started away from the stop, passing a group of armed soldiers that were patrolling the bustling street. They glanced about searching for the blond hopefully, "Oh, look there she is!" the Doctor exclaimed pointing out the blond, "Rose!" he called as he and Sophie hurried across the road towards her.

Rose turned and slowly altered her path so that she was moving towards them too, her steps slow with reluctance, guilt gnawing at her insides as she gazed at the petite brunette that was walking beside the Doctor, staring at her with an unreadable expression, "Soph, I…" she swallowed, "I'm sorry," she apologised the moment they met in the middle.

Sophie blinked at her nodded and gave a small shrug, before she glanced about the street again, causing Rose's face to fall even further; that had not been the response she had been hoping for. Sophie swallowed, her throat still feeling tight and still feeling rather hurt by the blond. She took a breath feeling the blondes gaze still on her she cleared her throat a bit uncomfortably, "Um, do you know where Mickey went?" she asked diverting the conversation away.

Rose stared at her for a moment, before glancing over at the Doctor who was staring at her expectantly. She sighed softly and stared moving again, the Doctor and Sophie falling into step with her, "His grans," she murmured softly and glanced over at them, "Mickey's mum just couldn't cope," she began to explain, "His dad hung around for a while, but then he just sort of wandered off. He was brought up by his gran," she smiled at the memory of the woman, "She was such a great woman. God, she used to slap him!" her smile faded, "Then she died. She tripped and fell down the stairs. It's about five years ago now. I was still in school."

"I never knew," the Doctor mumbled with a frown, beside him Sophie shook her head eyes sad for Mickey's loss, she hadn't known either.

"Well, you never asked," Rose pointed out.

"You never said!" the Doctor rebutted defensively, unable to help but feel a bit guilty now in hindsight over how he'd spoken to him earlier. How dismissive he'd been.

"Why would she?" Sophie asked, giving him a pointed look and the Doctor scratched at his ear, "And I kinda doubt Mickey would have told you if you had asked. The two of you don't really get along all that well," she stated and the Doctor gave a slow nod.

"That's Mickey. I s'pose I…" Rose murmured with a small guilty frown, "We… just take him for granted."

Sophie frowned turning her gaze to the ground heart sinking further… did she? Did she take Mickey for granted? She hadn't thought so… she really hoped that she hadn't, he'd been nothing but kind to her and that would be a poor way to repay it… and despite the fact that they weren't close, not like she was with the Doctor and Rose, she considered him a friend, one of very her first.

"Do you think she's still alive, his gran?" Rose asked glancing over at the Doctor.

"Could be," the Doctor replied with a nod glancing over at Sophie briefly as one of her hands moved to entangled itself in the ends of her hair, "Like I said, parallel world, gingerbread house. We need to get out of here as fast as we can," he muttered and Sophie nodded in agreement, her teeth sinking into her lower lip.

A short bleep-like alarm sounded and around them everyone suddenly froze and the trio looked around confused, "What are they all doing?" Rose asked with confusion.

"They've stopped…" the Doctor trailed.

"Yeah… but why?" Sophie muttered a little disquieted by the mass freeze of those around them.

The Doctor paused by one man, taking note of the flashing ear pod that was quietly beeping, "It's the earpieces… like Bluetooth attachments, but everyone's connected together.

Rose and Sophie's phones bleeped simultaneously and the pair pulled them out, "It's on our phones," Rose murmured and Sophie nodded her agreement, "It's automatic, look. It's downloading. Is this what they're all getting?" she asked as the Doctor pulled out his spectacles and peered over Sophie's shoulder at her phones screen.

"It looks like the News," Sophie muttered and Rose nodded as the both read through the information that had been downloaded onto their mobiles, "International news… the sports… and the weather," the brunette listed.

"They get it direct. Downloaded right into their heads," the Doctor explained and Sophie pulled a small face.

"TV schedules… lottery numbers…" Rose listed.

"Everyone shares the same information," the Doctor expounded as he reached for Sophie's phone slipping it from her grasp, "Daily download published by Cybus Industries," he read just before the download scrolled down to a 'joke' and around them everyone laughed. The trio stared at them nonplussed as the people who'd just been frozen picked up where they'd left off as if they'd never frozen at all.

"Creepy!" Sophie muttered as she pulled another disquieted face.

The Doctor shook his head, "You lot, you're obsessed," he muttered, "You'd do anything for the latest upgrade."

Sophie grimaced at that, pulling another face, this one directed at the Doctor making him smirk a little at her in amusement. Whilst Rose shot him an indignant look, "Oi… not our lot," she gestured at herself and Sophie, "Different world, remember…"

"It's not so far off your world. This place is only parallel," the Doctor replied, he tapped a few buttons on the holographic keyboard, "Oh, look at that," he held the phone up so that Rose could see the screen, "Cybus Industries, owners of just about every company in Britain, including Vitex. Mr Pete Tyler's very well connected," Rose gave him a look. He sighed, "Rose, no… it's a really bad idea," Rose frowned down at her feet, "We should go find Mickey before he gets himself in some kind of trouble," he moved to take Rose's hand to pull her into motion again, this time in the opposite direction of the Tyler's address.

Rose stepped back from his hand and shook her head, her teeth biting into her lower lip for a moment as the Doctor turned back to her with an unhappy look, "You two can go find Mickey if you want, but I'm going to see my dad," she stated as firmly as she could with a slight waver in her voice, backing up a bit more from them, out of grabbing range.

"Rose…!" the Doctor began only for Rose to cut him off.

"I _need_ to see him!" she said desperation creeping into her voice, she glanced from the Doctor to Sophie and back again "I-I'm sorry, but I do," she backed away a couple more paces before she turned and hurried on up the street.

Sophie sighed resignedly as she stared after the blond, "We should go after her, right?" she glanced at the Doctor.

He nodded, "Yeah, we should," he muttered with a sigh of his own as they moved to start following after Rose. He glanced over at her, taking in her somber expression, "You alright?" he asked cautiously.

"Yeah…" Sophie nodded, "I'm alright," she smiled at him, but it was half-hearted at best and it didn't reach her eyes.

The Doctor took her hand in his, staring at her with concerned disbelieving eyes.

Sophie shook her head a little, glancing "Let's just get this over with, yeah?" she muttered attempting another smile, trying to shake her darkening thoughts and the ache in her chest as she did her best to shunt aside thoughts of her own parents and the desire to see if they were alive in this parallel world…

The Doctor gave the hand he had taken a comforting squeeze, and brushed his consciousness against hers, getting a hint of the conflict she was feeling as she reciprocated the action, her hand tightening about his in return as they moved to catch up with the blond again…

 ***O*O*O***

The Doctor, Sophie and Rose were crouched in amongst some bushes outside the Tyler mansion, watching as a stretch limousine drove past them.

"They've got visitors," the Doctor commented.

"Lots of visitors," Sophie murmured lowly a small frown scrunching her brow as more expensive looking cars drove past them up the driveway and pulled up outside the mansion.

"February the first. Mum's birthday," Rose murmured and the Doctor shot her an irritated look for not mentioning that little fact earlier, "Even in a parallel universe, she still loves a party," she continued ignoring the look.

The Doctor sighed looking away from her again tugging at his ear as he stared at the arriving guests, curiosity stirring despite himself, "Well, given Pete Tyler's guest list, I wouldn't mind a look," he admitted with reluctance after a moment.

Sophie curled the ends of her hair around her fingers and glanced over at him, "Well, we are already here…" she murmured with a low sigh, teeth chewing on her lower lip and Rose grinned at them happily.

"And there is one guaranteed way of getting inside," the Doctor pulled out his small black wallet containing the psychic paper and waved it around a bit.

"Psychic paper!" Rose exclaimed with excitement grinning wider.

The Doctor nodded, "So, who do we wanna be?" he asked them and Sophie shrugged unconcerned whilst Rose gave him a look like she thought that should be obvious…

 ***O*O*O***

The Doctor, Rose and Sophie followed several waiters and waitresses out of the kitchen doors, dressed in the same black uniforms and carrying trays with refreshments for the party guests. A woman took a canapé from Rose's tray and the blond did her best to smile politely at the well-dressed woman, "We could have been anyone," she whispered with annoyance to the Doctor, shooting him an unimpressed look.

"Got us in, didn't it?" the Doctor replied unfazed as he swept his gaze over the room they were in and all the guests wandering about.

"You're in charge of the psychic paper," Rose hissed, "We could've been guests. Celebrities. Sir Doctor, Dame Rose, Dame Sophie. We end up serving. I had enough of this back home," she pouted as she looked about at the guests that were having a good time.

Sophie let out a low sigh that was tinged with irritation, shooting the blond a look from the corner of her eye, "Can't you just be happy that we here?" she muttered.

The Doctor nodded in agreement, "Exactly," and Rose sighed not at all satisfied, she'd been hoping to have a real chance to mingle, see what her parents were like…

The three smiled politely as a few of the guests took champagne, cocktail sticks and canapes from their trays. They retreated slightly off to the side, watching the proceedings as the important guests mingled with each other, laughed, and had photos taken.

"Besides," the Doctor continued ignoring the blondes unhappy pout, "If you wanna know what's going on, work in the kitchens," Rose shot him a brief glower even as Sophie nodded, "According to Lucy," he nodded towards one of the male guests, "That man over there…"

Rose glanced over at him with a frown, "Who's Lucy?"

"She's carrying the salmon pinwheels," the Doctor replied with a small gesture in the direction the woman was standing with her tray.

Rose glanced over at the woman eyes slightly narrowed, "Oh, that's Lucy, is it?" she asked dismissively.

The Doctor nodded not really paying any mind to Rose's tone and continued irritation, "…Yeah!"

Sophie glanced over at the woman the Doctor had indicated, before turning her curious eyes back to the Doctor, "What did Lucy say?" she prompted and Rose had to bite her tongue keep her groan behind her teeth as her gaze snapped to her 'big sister' to see that she didn't seem to care at all…

"She says, that is the President of Great Britain," the Doctor replied nodding over at the man he'd indicated before.

Sophie blinked, "President?" she muttered eyeing the man with surprise.

"What, there's a President, not a Prime Minister?" Rose asked dubiously.

"Seems so," the Doctor replied and Sophie hummed musingly.

"Or maybe Lucy's just a bit thick," Rose muttered with a small dismissive sniff that went ignored by Sophie and the Doctor as they stared moving again, Rose following them, the blond throwing a last defensive irritated look at Lucy.

"Excuse me!" they heard Pete Tyler call and they followed the crowd over towards where his voice was coming from, "Thank you very much. Thank you, if I could just have your attention, please?"

"Pete! Go on, Pete!" one of the male guests called.

"Thank you very much!" Pete replied with a wide grin.

"It's about time you did some work," the same man called jovially, "I thought you liked them young!"

Rose who'd been straining to see her dad over the heads of the people in front of the stairs, moved closer, following the sound of his voice, wanting to be able to see him. The Doctor and Sophie following her.

"Um, I'd just like to say," Pete began, standing halfway up the large staircase as he addressed his guests, "Er, thank you to you all, for coming on this, er, this very special occasion," Rose stared at him just soaking him in now that she had an unobstructed view, "My wife's… thirty-ninth," the guests chortled. Pete flashed them his signature thumbs up, "Trust me on this…" the guests chortled louder in appreciative amusement, "So, without any further ado, here she is. The birthday girl… my lovely wife… Jackie Tyler."

Rose strained for a look at her mother as Jackie Tyler slowly descended the stairs at her husband's introduction. The Doctor and Sophie glancing at her with concern.

Jackie came to stand by Pete the guests clapping, "Now, I'm not giving a speech, that's what my parties are famous for, no work, no politics, just a few good mates and plenty of black market whisky," the guests laughed again, Jackie's gaze landed on the President, "Pardon me, Mister President," she said through a light laugh, "So, yeah! Get on with it," she urged, "Enjoy, enjoy!" the guests gave a cheer and Jackie accepted Pete's hand, the couple descending the stairs together to mingle with their guests.

"You can't stay," the Doctor murmured quietly to Rose, "Even if there was some way of telling them."

"Rose?" Sophie murmured just as quietly as the blond remained quiet just staring at her parents as they moved through the crowd.

Rose swallowed, "Course I can't," she acknowledged, "I've still got mum at home. My real mum. I couldn't just leave her, could I. It's just… they've got each other. Mum's got no one."

"She's got you! Those two haven't!" the Doctor told her firmly before he sighed, "All these different worlds, not one of them gets it right," he muttered, beside him Sophie looked away teeth sinking into her lower lip, her mind once again skipping to places they shouldn't… to thoughts of 'what ifs'…

"Rose!" Jackie suddenly called and a series of yips and yelps came in response, "There's my little girl!" Jackie cooed as a small dog came into sight pottering over to Jackie, "Come to mummy, come to mummy!" she encouraged picking up the small dog, cradling her in her arms, "Yes, good girl! Good girl, aren't you?"

The Doctor couldn't help it, he laughed, grinning at Sophie as she turned her face into his arm, her shoulders shaking in suppressed mirth, a hand covering her mouth in an attempt to keep herself from laughing out loud like he had. He glanced back over at Rose to see that she was giving him a withering look, "Sorry," he muttered a bit sheepishly, but couldn't quite smother his amused grin.

Rose glanced from him to Sophie who was still determinedly hiding her face away, shoulders shaking and she huffed a bit, arms crossing over her chest as she eyed the dog in her mum's arms, grimacing at the sight of the small yappy thing… that she might have thought cute if she didn't happen to share a name with it.

 ***O*O*O***

Mr Crane walked outside the factory a metallic voice ringing out as newly created Cybermen marched past, "Platoon now boarding. Platoon zero-L-two boarding," their heavy metal boots clumped across the ground, as the Cybermen marched towards the waiting Lorries.

"Stop staring," Mr Crane addressed a member of the staff who stood stiffly watching the robotic men march past them.

"Who are they, sir?" the man asked, tearing his gaze away from them to stare at his superior.

"I'm told they're the future," Mr. Crane replied, "Ain't technology wonderful? Go on, get in the cab. Start her up."

"Sir," the man acknowledged, before moving to do as he had been told.

Mr Crane's phone rang, "Mr. Crane, are we mobile?" Lumic's voice came through the phone's speaker the moment he answered the call.

"Just about in the road, sir," Mr. Crane replied, "And yourself?"

"I'm arriving, Mr. Crane. Prepare the factory," Lumic ordered and Mr. Crane looked skyward to see Lumic's Zeppelin coming in, "Now, send them forth, old friend. Let the good work begin."

 ***O*O*O***

Rose glanced over at Sophie as they stood together slightly off to the side of the party as the guests continued to mingle with each other, the brunette gazing about the room, a silence that felt stilted and uncomfortable to the blond stretching between them.

Sophie smiled politely as a guest that wandered past took the last champagne flute off her tray, before she lowered her tray and turned to move away.

"Soph?" Rose called and the brunette turned back, glancing over at her, "I am sorry…" she trailed as Sophie nodded.

"Ok," the brunette murmured quietly in response moving to turn away again.

Rose swallowed, still not feeling like things were ok between them, "I mean it. I'm really sorry, Soph."

Sophie blinked and turned back again, "I believe you," she assured quietly, shifting a little as she glanced away briefly a hand tangling into the ends of her hair, "And I – I forgive you," she murmured as she glanced back to the blond, "It just hurt Rose. I mean, you know what happened to my… to my parents and yet you still…" Sophie trailed and Rose looked down shamefaced. The brunette took a steadying breath, "We'll talk about it later, yeah?" she offered the blond as smile as she looked up again.

Rose nodded and then blinked as Sophie turned and started away again, "Where are you going?" she asked with a small frown.

Sophie turned her head to look back over her shoulder at the blond a small grimace crossing her features as she held up her empty tray, "Gotta refill me tray… supposed to be waitressing and all," she muttered, and Rose nodded with a grimace of her own as the brunette turned and headed off to go get more champagne flutes filled with the ridiculously expensive bubbly that was being served.

Sophie made it over to the table where the beverages where and carefully began loading up her tray with the delicate looking flute glasses filled almost to the brim with champagne. She'd just finished placing the last flute on her tray when the Doctor came up behind her and touched her elbow, drawing her gaze. She blinked a bit quizzically at him as he took the tray from her and set it on the table.

He smiled at her, "Come with me," he urged and started back through the guests.

Sophie followed him, frowning slightly as she realized they were leaving the party, "Should we really be leaving Rose alone?" she asked as the Doctor urged her through a door and out into a quiet corridor.

"She'll be fine…" the Doctor replied, then tugged at his ear, "We won't be long," he tacked on and glanced back at her with a smile, "And I may need a look out," he murmured and took her hand as they started quietly along the corridor.

 ***O*O*O***

Mickey sat tied to a chair, stripped down to his boxers as Jake carefully scanned the length of his body with some kind of device, the results feeding to the laptop, Mrs. Moore was using. Jake finished his scan and turned to Ricky, "He's clean. No bugs."

Rickey stared dubiously, "But this is off the scale. He's flesh and blood. How did that happen?" he asked with a distrustful frown.

"Well, it could be that Cybus industries have perfected the science of human cloning…?" Mrs. Moore suggested, "Or, your father had a bike?"

Ricky glared at his possible clone and circled him menacingly, "And your name is Mickey, not Ricky?"

"Mickey," Mickey agreed, "Dad was Jackson Smith. Used to work at the key cutters in Clifton's Parade. Went to Spain, never came back."

Ricky bent getting a closer look at Mickey, "But, that's my dad. So… we're brothers?"

"Be fair," Jake called over to Ricky, "What else could it be?"

Rickey stared at Mickey with a furrowed brow, "I don't know. But he doesn't just look like me, he's exactly the same. There's something else going on here, Jake."

Mickey swallowed, "So, who are you lot?" he asked curiously.

Ricky straightened up and began circling the chair again, "We, we are the Preachers," Mickey blinked at him, "As in the Gospel Truth. You see?" Ricky gestured at his ears, "No ear plugs. While the rest of the world downloads from Cybus Industries, we, we have got freedom. You're talking to London's Most Wanted. But target Number One is Lumic, and we're going to bring him down."

"From your kitchen?" Mickey couldn't help but ask and Jake smirked.

Ricky frowned, "Have you got a problem with that?"

"No, it's a good kitchen," Mickey replied, just before the laptop bleeped drawing the rooms attention.

Mrs. Moore checked it, "It's an upload from Gemini," she exclaimed.

Mickey blinked curiously, "Who's Gemini?" he asked them.

"The vans are back," Mrs. Moore summarized as she read the screen, "They're moving out of Battersea. Looks like Gemini was right. Lumic's finally making a move."

Ricky smirked, "And we are right behind him. Pack up, we're leaving."

 ***O*O*O***

The Doctor and Sophie ducked into the shadows of an open doorway as a couple of maids walked by, one pausing looking about with a quizzical expression, having sworn she'd heard something a lot like a bell.

The other maid paused and looked back at her fellow employee and friend with confusion, "What is it?"

"Dunno… thought I heard something… a chime… bells maybe…?" the maid took another look about the corridor and shook her head when she didn't see anything, "Must be going balmy," she muttered and walked on, catching up with her friend and the two proceeded on down the corridor.

Sophie let out a small relieved breath, she didn't fancy getting caught where they shouldn't be… even with the Doctor's psychic paper. The Doctor pouted slightly as Sophie reached up and started taking the bell earrings from her ears, "I like the bells," he muttered quietly.

Sophie glanced over at him, as she started on the second earring, "We need to be sneaky, and the bells are noisy…" she murmured just as quietly and the Doctor nodded, conceding that she was right, but couldn't quite wipe away the pout completely, "I'll put 'em back in later," Sophie muttered as she slipped them carefully into her pocket.

The Doctor smirked slightly and nodded, "Come on," he murmured slipping back out into the corridor, hand slipping into Sophie's as they quietly proceeded up the corridor.

They came upon a door that had been left open ajar giving them a peak into a darkened room, they almost walked past it before the Doctor noticed a laptop that had been left open on the desk, and backtracked, "Bingo," he murmured as they slipped inside the study.

"I'll keep a look out," Sophie whispered.

The Doctor blinked momentarily confused, "Uh…" Sophie blinked back with a mild frown, that was the whole reason he'd asked her along, right…? That was what he'd said. The Doctor cleared his throat, "Right, yes. Look out," he murmured, nodding, "…good."

Sophie blinked at him one last time as he turned from her and strolled over to the laptop, before she shook her head slightly bemused and carefully closed the door again so that it was only open a small sliver just enough for her to be able to peek out into the corridor.

 ***O*O*O***

Rose watched from a distance as Jackie Tyler laughed with the President, Pete stepped up next to her his eyes also locked on his wife, "I remember her twenty-first," he commented drawing Rose's gaze, "Pint of cider in the George."

Rose stared for a moment swallowing thickly at being so close to him again… unable to help but remember the last time she'd been so close… "Sorry," she offered him the tray she was holding, "Champagne?"

Pete picked up a glass, "Oh, might as well. I'm paying for it!" and laughed lightly Rose chuckling along trying her hardest not to stare at him.

"It's a big night for you…" Rose murmured.

"Well, for her…" Pete replied staring at his wife again, "Still she's happy."

"Yeah," Rose smiled, "She should be. It's a great party."

Pete pulled his gaze from Jackie to glance over at her, "Do you think?"

Rose gave him a thumbs up and grinned attempting to copy his poster as he had earlier, "You can trust me…!"

"You can trust me on this," he corrected her jokingly, flashing her his own thumbs up, grinning and throwing in the wink.

"That's it, sorry, yeah!" Rose exclaimed with a laugh, "So, um, how long have you two been married?" she asked trying to keep her tone nonchalant.

"Twenty years," Pete replied gaze returning to his wife again, a sadness creeping into his eyes.

Rose swallowed heavily, "And no kids, or…?"

Pete sighed, "We kept putting it off," he murmured, "She said she didn't wanna spoil her figure."

Rose swallowed again, "It's not too late. She's only forty."

"Thirty-nine," Pete corrected.

"Oh, right, thirty-nine!" Rose agreed sharing a glance with him and the two chuckled softly in amusement.

Pete shook his head sadly, "It's still too late…" he murmured, "I moved out last month," he admitted quietly, "But we're going to keep it quiet. You know, it's bad for business," Rose's lingering smile faded heart aching at that, but she nodded as she glanced away. There was a pause in the conversation as Pete gave her a look, "Why am I telling you this?" he wondered, he wasn't normally so loose tongued about his personal matters, "We haven't met before, have we?" Rose stared at him hardly daring to breath as he stared right back at her, "I dunno, you just seem sort of…"

Rose swallowed again, "What?" she breathed heart hammering.

Pete considered her for a moment longer, "I dunno," he murmured unable to put his finger on exactly what it was about the young woman that made him feel comfortable enough to talk to about something so personal, "Just sort of… right," he finally settled on. Silence fell between them again and Pete glanced around suddenly uncomfortable with the situation now. His gaze landed on one of his guests and he immediately started away, "Stevey!" he called, "How's things? How's it going at Torchwood?"

Rose watched him go sadly standing alone once again, her heart feeling heavy as she silently berated herself for getting hopeful, of course he wouldn't recognise her like her dad had… this Pete Tyler didn't have a daughter… didn't have her… and very soon wouldn't even have Jackie… but maybe… maybe there was hope for the two of them… if… if they talked… a bit… it could happen, couldn't it? Her parents loved each other after all… her mum still loved Pete Tyler all these years later… Rose bit her lower lip, considering…

 ***O*O*O***

Ricky and Jake crouched down in amongst some bushes outside the Tyler mansion watching as some men dressed in white get out of the back of a lorry, "I don't know what they're doing, but they seem to be the target," Ricky reported speaking into a walkie-talkie, "Big house, fair bit of money. Now we just have to find a way to get in."

 ***O*O*O***

"I've identified the address," Mrs. Moore informed Mickey the pair of them still in the van, "It belongs to Pete Tyler, the Vitex millionaire."

Mickey stilled swallowing heavily, "Pete Tyler?" he questioned hoping that he'd heard wrong.

Mrs. Moore nodded, "He's listed as one of Lumic's henchmen. A traitor to the state."

Mickey stared at her wide eyed with shock, "But… but… we've gotta get in there!" he exclaimed with concern just knowing that Rose would have found a way inside even without the Doctor's help… the Time Lord had predictably chosen to go after the hurt Sophie leaving him and Rose to go off by themselves.

 ***O*O*O***

Ricky frowned a bit exasperated, "Now, shut it duplicate," he spoke into the walkie-talkie again, "That's what I just said," he muttered as a ramp was let down from the back of the lorry, the sound of heavy metal feet marching followed. Ricky frowned at the lorry, "What are they doing…?" he murmured just as the source of the heavy footsteps marched down the extended ramp and onto the gravel, "What the hell are they?" he breathed. Ricky and Jake stayed huddled in the bushes just watching for a moment, before they retreated as quickly and quietly as they could, neither wanting to get caught.

 ***O*O*O***

"Hey Sparks," the Doctor called from where he was sitting in front of the laptop brainy specs adorning his face as he stared at the screen, "Come have a look at this."

Sophie blinked and turned from the door she's been peeking out of, to look over at him, "Bit hard to watch the door from over there," she commented.

The Doctor glanced up from the computer meeting her gaze a bit sheepishly as he tugged at his ear, "Oh… right… I s'pose…" he muttered trailing as Sophie tilted her head at him.

"Unless, of course… you didn't really need me to watch the door at all…" she murmured eyeing him, that had been the second time he'd seemingly forgot that he'd asked her along to 'watch the door'.

"I… well, uh… about that Sparks…" the Doctor hedged, tugging at his ear as he gave her an apologetic look for the small lie he'd told, "I just kind of thought, that maybe you could use the distraction," he admitted tugging at his ear again.

Sophie blinked in mild surprise, and then gave him a small smile as she carefully pushed the study door all the way closed with a quiet snick and started towards the desk, "Thanks," she murmured gratefully, because in all honesty… a distraction had been exactly what she needed and the Doctor nodded returning her smile as she stepped around the desk to join him, peering over his shoulder at the screen, "So, what are we looking at?" she asked curiously.

"This," the Doctor gestured at the screen, specifically at the video presentation he'd found. He clicked on it and the file began to play.

"The most precious thing on this Earth is the human brain…"

 ***O*O*O***

Rose glanced through a window and spotted her mum sitting alone on a patio bench out on the porch. She took a breath before turning from the window, heading for the door instead. A moment later Rose was stepping out onto the porch still holding the tray of champagne, "Mrs. Tyler, is there anything I can get you?" Rose asked.

Jackie glanced over at her, "The last twenty years back," she said with a short, tired laugh.

Rose gave her a slightly uncertain smile, "I can manage a glass of champagne… or a nice cup of tea?" she offered.

"Oh, that'd do me!" Jackie said with a smile and a more genuine laugh that Rose joined in with a light chuckle.

Rose sat down on the bench next to her mum, still holding her tray filled with champagne flutes, "My mum loves that," she commented, "End of a long night she never goes straight to bed, she always stays up just to have that last cup of tea."

"Oh, I'm the same!" Jackie replied.

Rose stared at her, "Two sugars…"

Jackie nodded laughing lightly, "And me! Pete always says, you know…" she trailed and shook her head, "Ah, never mind him."

Rose swallowed, seeing her chance, "I was talking to him earlier," she murmured glancing out over the porch a touch awkwardly, "He's a nice man. You know, a bit of a Jack the Lad, I s'pose, even if he has got money, but…" Jackie started to frown at the younger woman, "He's a good bloke. Better than most," she turned her hopeful eyes back to her mum, "He's worth a second chance," she murmured softly.

Jackie's frown turned into a scowl as her gaze turned sharp, "Are you commenting on my marriage?" she asked coldly.

Rose blinked rather taken aback, her mum had never spoken to her like that before, "No, I was just…"

"Who the hell do you think you are?" Jackie demanded, "You're staff! You're nothing but staff, you're just the serving girl, for God's sake," Rose swallowed thickly and looked away rather hurt, "And you are certainly not getting paid. Don't you dare talk to me."

Jackie got up and stalked back inside without another glance at the serving girl that had dared to comment on her personal life.

Rose stared after her as her back disappeared through the door, she looked away miserably, that hadn't gone how she'd wanted it to at all… in fact she was scared that she may have just unintentionally made it worse. Suddenly, a floodlight snapped on and Rose squinted against the harsh glare, peering through it with difficulty to see rows of marching figures approaching each step accompanied by an ominous 'boom'.

 ***O*O*O***

Sophie stared at the laptop screen eyes wide with horror, cold dread making her stomach pit, each word spoken and every demonstrative image used in the presentation making it settle deeper… she swallowed thickly as the narrator continued to speak.

"This is the ultimate upgrade," Sophie shook her head in horrified disbelief at what she was hearing, "Our greatest step into cyberspace."

The Doctor stared at the screen horrified, "Cybers…" the whole presentation was talking about the creation of cybermen!

Sophie swallowed past the horrified lump in her throat, "It's horrible!" she managed to get out, her voice strained as the Doctor leapt up from the chair he'd been sitting on.

"Oh, Sparks. You have no idea!" the Doctor replied grimly as his hand took hers as he hurried towards the door.

Sophie swallowed thickly the brief glimpse of marching metal men she'd been seeing in her visions flashing across her minds eye… that horrible word echoing. Her hand tightened around his and the two dashed out into the corridor, heading back towards the drawing room.

 ***O*O*O***

Rose stood staring at the large approaching figures with squinted eyes for a moment longer, before she turned on her heel and dashed back inside.

 ***O*O*O***

The Doctor and Sophie moved through the party guests, the pair searching for Rose in amongst them. They spotted her as she headed for a window and they hurried over to her. The Doctor pressed his face against the glass, staring out at the approaching metal figures, "It's happening again," he murmured with mounting horror at the sight… the robotic metal men all too familiar to him, beside him Sophie shifted anxiously, swallowing heavily as she squinted against the bright flood lights as the large figures got closer.

Rose turned her gaze from the window to look at the Doctor, frowning with concern, her gaze flicking to Sophie to see her staring through the window, face pale and then back to the Doctor, "What do you mean?"

"I've seen them before," the Doctor replied still gazing through the window.

"What are they?" Rose asked him.

"Cybermen," the Doctor replied lowly and Sophie felt a shiver run down her spine, a hand tangling in the ends of her hair as she fought for her calm… panicking wouldn't do herself, Rose or the Doctor any good… she needed to remain calm!

Metal fists smashed through large French full body length windows in another wall, and the guests screamed in shock and alarm. Cybermen marched into the mansion, row after row of them, and all the Doctor, Sophie and Rose could do was stare in horror as they and the cowering guests were forced back as the Cybermen herded them back until they were up against a wall, completely surrounded.

 _'Oh… bugger!'_ Sophie thought horrified, fear clawing at her insides as she stared at the Cybermen… there was so many! So many that had been… she swallowed thickly past the painful lump in her throat.

In the next moment the Presidents communication device bleeped, "Mr. Lumic," the President spoke as he answered it with a tap against the earpiece, distaste colouring his tone.

"Mr. President," Lumic replied, his voice loud and clear in the room, "I suppose a remark about crashing the party would be appropriate at this point," he laughed smugly at his own joke, the sound ringing around the room.

The President gritted his teeth angrily, "I forbade this!"

"These are my children, sir. Would you deny my family?" came Lumic's response.

"What are they?" Rose asked under her breath, "Robots?" and Sophie gave her head a minute shake in the negative, swallowing heavily.

"Worse than that," the Doctor replied lowly as he glanced about the room, the Cybermen that had them surrounded… no way out that he could see… trapped.

"Who were these people?" the President demanded of Lumic.

"Doesn't matter," Lumic replied dismissively.

Rose swallowed heavily, "They're people?" she gasped with horror.

"They were. Until they had all their humanity taken away," the Doctor replied and Sophie felt another shiver run down her spine, "That's a living brain jammed inside a cybernetic body. With a heart of steel. All emotions removed," he elaborated for his companions and Sophie swallowed again, her fingers twisting against each other, recalling that horrible emotionless one syllable word again.

"Why no emotions?" Rose asked.

"Because it hurts," the Doctor replied.

Sophie shook her head, teeth sinking into her lower lip, "Why would anyone do this to someone? How could anyone think this is a good idea?" she murmured, pained.

"Too many reasons. None of them good ones," the Doctor murmured lowly.

"I demand to know, Lumic. These people, who were they?" the President demanded, his voice rising in his growing anger.

"They were homeless, wretched and useless until I saved them," Lumic responded, "And elevated them. And gave them life-eternal. And now, I leave you in their capable hands. Goodnight, sir. Goodnight, Mr. President."

Lumic hung up and one of the Cybermen stepped forward towards the crowd, "We have been upgraded," it stated.

"Into what?" the Doctor asked.

"The next level of mankind," the Cyberman responded, "We are Human Point Two. Every citizen will receive a free upgrade. You will become like us."

"I'm sorry," the President stepped forward, approaching the Cyberman, "I'm so sorry for what's been done to you," he turned and walked around, "But listen to me, this experiment ends. Tonight," he stated.

"Upgrading is compulsory," the Cyberman responded flatly.

"And if I refuse?" the President asked.

"Don't!" the Doctor quickly interjected warningly, and Sophie and Rose tore their gazes from what was happening to glance over at him.

"What if I refuse?" the President insisted.

The Doctor stepped forward, "I'm telling you, don't."

"Please, just listen to him," Sophie pleaded her voice quiet but still cracking slightly. Her heart beat harshly against her ribcage with fear.

"What happens if I refuse?" the President insisted, ignoring them both and Sophie sank her teeth into her lower lip harshly as she waited for the response.

"Then you are not compatible," the Cyberman stated.

The President frowned, "What happens then?" he challenged.

"You will be deleted," the Cyberman stated just as flatly as before and Sophie felt herself jerk in horror as in the next moment the Cyberman as he grasped the President by the neck, the man's eyes widening in shock and alarm, before electricity shot through him, killing him and the guests screamed in terror as the other Cybermen started forward, reaching for them with the intent to kill them all.

"Jackie?! Jackie?!" Pete Tyler shouted for his wife, trying to get to her, but was overwhelmed by the chaos.

The guests attempted to flee, and the Doctor swiftly turned and grabbed Sophie and Rose by the hands and pulled them into motion, running out of the house through one of the windows the Cybermen had broken.

"There's nothing we can do!" the Doctor shouted as they made it outside, as Rose tried to pull away to get back inside.

"My mum's in there!" Rose shouted desperately, managing to break away and move back towards the house.

"Rose!" Sophie shouted in alarm, eyes wide with fear and horror at what was happening, what had happened.

The Doctor caught Rose by the arm, pulling her back, "She's not your mother!" he reminded her and Rose let out a strangled sound from somewhere in her throat, "Come on!" he urged, hurrying them on.

They ran up a grassy slope only for a row of Cybermen to appear in the distance, calming marching forward. They turned and ran back the way they had come, along the side of the house approaching the set of broken windows again, just as Pete Tyler leapt out one of them.

"Quick! Quick!" Rose shouted at him as they dashed by and Pete ran after the three, his heart heavy in his chest with the knowledge that he'd failed to find Jackie…

 ***O*O*O***

Jackie let out a terrified shriek as one of the Cybermen spotted her and she turned on her heel and fled down the corridor, heart pounding as she heard the sound of its heavy footsteps as it pursued her.

She made it to a flight of stairs and she hurried down them and into the cellar hoping to lose the monstrosity that was chasing her.

The Cyberman approached the steps, and started down them, stomping steadily down the steps…

 ***O*O*O***

"Pete, is there no way out!" the Doctor shouted as they reached the front of the house, looking around frantically for a possible exit.

"The side gates!" Pete shouted, pointing in the gates general direction and the four took off in the direction he'd indicated, "Who are you? How do you know so much?" he asked as they ran.

"You wouldn't believe it in a million years…" the Doctor started only to trail as another row of Cybermen appeared marching towards them, forcing them to change direction once again.

"Who's that?" Rose asked as they spotted two figures running across the lawn towards them, armed with guns.

"Get behind me!" Ricky shouted the demand at the group they'd seen fleeing, he and Jake aiming their guns at the advancing Cybermen, opening fire at the metallic men the moment they'd gotten out of the line of fire. The bullets bounced off the metal, but still the Cybermen came to a halt, and Sophie blinked relieved and surprised.

Rose fussed with Ricky's jacket, "Oh my God, look at you…" she breathed overcome with relief, before she threw her arms around him hugging him tightly, much to Ricky's bewilderment, "I thought I'd never see you again!"

Ricky pulled away from the tight grip with a slight effort, the blond was stronger than she looked, "Yeah, no offence, sweetheart, but who the hell are you?" he asked much to Rose's bewilderment as she stared up at him surprised and hurt at the reaction.

"Rose!" They heard a familiar voice shout and they turned.

"Blimey!" Sophie exclaimed, blinking a little surprised as another Mickey came into view as he ran up to them from across the lawn.

"That's not me!" Mickey said as he came to a stop in front of them, Rose blinked, looking from one to the other wide-eyed, a bit thrown by the sight, "That's like…" Mickey shot Ricky a brief look, "The other one," he explained with a bit of an awkward mumble.

"Oh, as if things weren't bad enough," the Doctor grumbled as he too stared at the pair, "There's two Mickey's!"

"It's Ricky!" the one that was giving the Doctor a dark scowl corrected and the Doctor blinked a bit in genuine surprise, lips beginning to twitch despite the situation.

Sophie seeing it nudged him, "Don't!" she warned him and the Doctor glanced at her, the smallest of pouts jutting out his lower lip, and Sophie shook her head a little, heart only just starting to calm…

"But there's more of them…" Mickey pointed out as he looked about in terror and Sophie's heart beat escalated again in fear as they all glanced about seeing the Cybermen marching towards them at a steady unwavering pace, their heavy footsteps getting louder and louder, the earth begin to vibrate beneath their feet slightly as the Cybermen got closer and closer.

"We're surrounded…" Rose breathed fearfully and Ricky raised his gun ready to open fire once more on the metal men.

"Put the guns down," the Doctor said in response, "Bullets won't stop them," he told them, only for Jake to ignore him as he fired at the Cybermen. The Doctor stiffened and shot out an arm, hand closing around the gun pushing it down, scowling, "No! Stop shooting, now!" he demanded angrily, before he straightened and turned to face the Cybermen that were surrounding them, "We surrender!" he called to Cybers, "Hands up…" he murmured raising his own, hoping that the 'Mickey-Ricky' and his gun happy friend wouldn't give him any further trouble.

Sophie, Rose and Mickey raised their hands in surrender, Pete's, Ricky's and Jake's following a bit more slowly as they glanced a bit warily at the man that seemed to know a lot about what was happening.

"There's no need to damage us, we're good stock," the Doctor addressed the Cybermen once again, "We volunteer for the upgrade program. Take us to be processed."

"You are rogue elements," one of the Cybermen responded.

"But we surrender," the Doctor insisted staring in mounting disbelief at the Cybermen, hearts hammering in his chest.

"You are incompatible," the Cyberman stated.

"But this is a surrender!" the Doctor insisted.

"You will be deleted."

"But we're surrendering! Listen to me, we surrender!" the Doctor shouted, frantic now.

"You are inferior. Man will be reborn as Cyberman, but you will perish under maximum deletion," the Cyberman informed them.

The Cyberman raised its arm, reaching for the Doctor and Sophie felt her heart that was already hammering against her ribcage in fear do a terrified palpitation recalling the electricity that had been sent coursing through the President with a single touch, killing him…

"Delete. Delete. Delete!"


	10. Chapter 9 The Age of Steel

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** Thank you to everyone who followed/favourited and reviewed last chapter, and thanks to **Saberbladeprime** for helping me out again this chapter.

 **CHAPTER 9**

 **The Age of Steel**

"Delete! Delete! Delete!" the Cybermen continued to chant the order as they closed in on them, arms extended as they reached for them.

Sophie felt a hand take her gloved one and didn't have to look to know it was Rose's. She closed her hand about the blonde's just as tightly as she was holding hers as they stared at the advancing Cybermen with wide fearful eyes, hearts pounding.

The Doctor, who'd reached into one of his pockets and pulled out the charging power cell, pointed it at the Cybers. A stream of golden energy shooting from it, hitting one of the metal men in the chest and bounding off and into the others, bringing them up short. The inflectionless chanting ceasing as their large metal bodies started trembling slightly as their bodies were bent backwards, before disintegrating into atoms.

Sophie blinked in shock at the now empty space the Cybermen had been, "Blimey!" she breathed with relief as she glanced over at the small power cell the Doctor was holding, beside her Rose nodded silently still gripping Sophie's hand tightly, 'blimey' seemed to cover it nicely.

Ricky spun to the Doctor, eyes alight with interest, bullets may not have done much of anything but whatever that was had taken those metal men out with ease, "What the hell was that?" he demanded to know.

"We'll have that instead, run!" the Doctor yelled, grasping Sophie's free hand with his as they took off at a quick clip across the Tyler's front yard.

A blue van drove up, and honked the horn, drawing their attention, "Everybody in!" Mrs. Moore shouted at them.

Ricky, Jake and Mickey immediately moved to get into the van. Pete however, turned and moved to run back towards his house. The Doctor released Sophie's hand and moved after him grabbing him.

Pete struggled desperately against his grip, "I've gotta go back, my wife's in there!"

"Anyone inside that house is dead," the Doctor replied his tone grim and firm needing for Pete to understand that he was completely serious, but his eyes were sad as he regarded the man, "If you wanna help, then don't let her die for nothing," he urged as Pete stopped trying to pull away from his grip, "You've gotta come with us right now."

Pete nodded slowly, reluctantly, his heart heavy as he turned from the house and moved back towards the van, almost feeling numb in that moment, but not quite.

"Come on!" Mrs. Moore shouted from the driver's seat, "Get a move on!"

The Doctor moved back towards the van, his gaze landing on Sophie and Rose as they stood together, hands still clasped together as Rose clutched at the brunette's hand as she stared at the house with a lost expression.

Sophie squeezed Rose's hand, "She's not…" she trailed, swallowing hard as Rose squeezed back tightly, "Your mum's alive and well in our world," she tried again her voice soft and sad for her.

Rose inhaled a sharp shaky breath, nodding even as she squeezed her eyes tightly shut for a moment against the pain, because she much as she knew logically that Sophie was right, her mum was in their world safe and sound… that was still her mother in that house with the Cybermen... possibly dead already… possibly alone and terrified for her life… her hand tightened further around Sophie's and the brunette squeezed back just as hard, offering what little comfort she could.

The Doctor came up beside them, "Rose, she's not your mother," he murmured the reminder with quiet urgency.

Rose nodded jerkily, her eyes snapping open as she took a deep breath, forcing herself to form the words, to actually give them voice, "I know," she managed to say, her voice cracking.

"Come on," the Doctor urged, grasping her arm, giving it a small squeeze as he urged her towards the van, where Mrs. Moore was watching the three stragglers with rising incredulous impatient exasperation.

Sophie followed Rose into the van the blond still grasping her hand tightly, making the process only slightly awkward for her. She settled herself into the seat beside Rose as the Doctor followed her in slamming the back door shut as he sat beside her.

"Finished chatting?" Mrs. Moore asked waspishly, "Never seen a slower getaway in my life!" she groused, the van's engine revving as she put her foot down on the accelerator, taking off down the road as another line of Cybermen came into view, marching forward ominously.

 ***O*O*O***

Down in the cellar that she'd hidden herself away in, Jackie opened the door a crack, cringing as it creaked softly. She peeked out the tiny sliver, her gaze immediately landing on the metal back of one of the monstrosities that had crashed her party and murdered her friends, a small quiet relieved sigh escaping her at seeing it walking away from her, heading for the stairs away from the cellar. It was a short-lived relief however, as in the next moment she saw another step out of a doorway. A startled fearful gasp escaped her and she swiftly withdrew from the doorway, pressing the door closed again, heart hammering…

It was too late however, as the Cyberman turned towards the door, having seen and heard her before her retreat.

 ***O*O*O***

Ricky, who was sitting beside Jake in the front of the van that was moving along at a quick steady speed down the road now, turned to look at those seated in the back of the van, or rather at the strange device that the man was still holding in his hand, "What was that thing?" he asked.

"Little bit of technology from my home," the Doctor replied, glancing up at Ricky briefly before returning his gaze to the cell he was cradling in his hands.

"It's stopped glowing," Mickey observed with a worried frown, "Has it run out?" he asked the Time Lord with concern.

"It's on a revitalising loop," the Doctor murmured quietly in explanation as he tucked the power cell safely into his pocket, "It'll charge back up in about four hours."

"Right," Ricky muttered with a dark frown, "So, we don't have a weapon anymore," he grumbled.

"Yeah, we've got weapons," Jake cut in, "Might not be one of those metal things, but they're good enough for men like him," he said glaring pointedly at Pete.

Rose immediately bristled and Sophie grimaced slightly as the blonde's hand tightened about hers further, her grip painful now, "Leave him alone!" Rose demanded defensively, her voice rising to a shrill pitch as she glared, "What's he done wrong?"

"Oh, you know," Jake began with sarcasm, "Just laid a trap that's wiped out the Government. And left Lumic in charge."

Pete stiffened at the accusation, "If I was part of all that, do you think I'd leave my wife inside?" he asked affronted.

Ricky shrugged, levelling his own distrustful glare at Pete, "Maybe your plan went wrong," he retorted, "Still gives us the right to execute you, though."

"What?!" Sophie exclaimed shocked and aghast as she stared at the glowering Ricky with wide startled eyes, fingers wiggling slightly against Rose's grip as the blonde's hand tightened further, hoping to prompt her to loosen her hold even just a little.

"You heard me," Ricky almost spat in response not tearing his glare from Pete Tyler.

The Doctor narrowed his eyes on Ricky, "Talk about executions, you'll make me your enemy," he leaned forward as Ricky pulled his gaze from Pete to stare at him, "And take some really good advice, you don't wanna do that," and Ricky swallowed a tad nervously at the dead seriousness in the man's eyes.

"All the same…" Ricky muttered after a moment of terse silence, tearing his gaze away from the man to toss another hard glare at Pete, "We have evidence that says Pete Tyler's been working for Lumic since 20.5."

Rose turned her gaze back to her dad, eyes wide, not wanting to believe it, she swallowed against the lump in her throat, "Is that true?" she asked him, hoping that he'd deny it, but Pete said nothing adverting his gaze uncomfortably.

"Tell 'em, Mrs. M," Ricky requested of the blond woman that was driving the van, turning to look at her.

"We've got a government mole who feeds us information," Mrs. Moore informed them, "Lumic's private files, his South American operations… the lot. Secret broadcasts twice a week."

Pete frowned as he looked up staring at the three in the front of the van, "Broadcasts from Gemini?" he asked abruptly drawing startled looks from the three in the front and curious ones from those in the back with him.

Ricky scowled darkly, glaring distrustfully at him, "And how do you know that?" he demanded to know.

"I'm Gemini," Pete stated flatly, still frowning, "That's me."

Sophie blinked, "That's a twist," she murmured softly and the Doctor nodded in agreement as he continued to eye Pete, "Aah…" Sophie breathed pained as Rose's grip shifted on her hand once again.

Rose blinked registering the sound and tore her gaze from her dad to look down at their joined hands and flushed slightly, relaxing her grip allowing Sophie to slip her hand from hers, "Sorry," she apologized sheepishly.

Sophie gave her a small understanding smile, "S'ok," she murmured as she flexed her fingers and massaged her palm with her other hand as pins and needles broke out over the area.

Ricky continued to glower at Pete with continued disbelief, "Yeah, well _you_ would say that," he bit out.

"Encrypted wavelength six-five-seven using binary nine," Pete stated and Ricky and Jake exchanged a look, "That was the only reason I was working for Lumic. To get information," Pete continued eyeing the three with dubious disbelief, "I thought I was broadcasting to the Security Services," he let out a humourless sound, "What do I get? Scooby-Doo and his gang. They've even got the van!" he groused glancing about its interior.

"No, no, no!" Mickey cut in shaking his head, "But the Preachers know what they're doing. Ricky said he's London's Most Wanted!"

"Yeah, that's not exactly…" Ricky trailed off shifting uncomfortably in his seat as he took in all the eyes that were on him and beside him Jake couldn't help but smirk slightly in amusement.

Mickey frowned at him, "Not exactly what?" he demanded.

"I'm London's Most Wanted for… parking tickets," Ricky admitted sheepishly and Sophie blinked lips twitching upwards into a small amused smile, a hand coming up a moment to late in an attempt to hide it as she fought down the urge to giggle and the Doctor smiled with unrepentant amusement, whilst Rose raised her eyebrows at him.

"Great," Pete scoffed with heavy sarcasm.

"They were deliberate!" Ricky snapped defensively, "I was fighting the system! Park anywhere, that's me."

The Doctor's smile widened and he nodded, "Good policy. I do much the same. I'm the Doctor, by the way, if anyone's interested."

"Sophie," Sophie murmured as she lowered her hand from her lips offering them a small friendly smile.

"And I'm Rose," Rose beamed a grin unable to help but glance over at her dad again, "Hello!" she said cheerily.

"Even better," Pete muttered with a groan, "That's the name of my dog," Rose's smile slipped her expression falling slightly at the reminder, "Still," Pete continued sighing, "At least I've got the catering staff on my side."

"I knew you weren't a traitor," Rose murmured with quiet sincerity as she stared at him intently.

Pete glanced at her with surprise, "Why's that, then?" he asked eyeing her.

Rose took a breath, the truth on the tip of her tongue – wanting to tell him, to have him look at her and acknowledge who she was… to know her. She swallowed and glancing over at the Doctor to see him staring at her a silent warning in his gaze, and then to Sophie to see her staring with concerned, but wary eyes. She turned her gaze back to her dad, swallowing again, firming her resolve, "I just did," she murmured quietly looking down at her lap.

Pete shook his head, looking away from the blond, "They took my wife," he murmured with quiet desperation.

Rose lifted her gaze to him again, "She might still be alive," she murmured softly in an attempt to comfort.

"That's even worse," Pete muttered, "Cos, that's what Lumic does. He takes the living… and he turns them into those machines."

"Cybermen," the Doctor cut in, drawing everyone's attention to him, "They're called Cybermen," he repeated lowly, "And I'd take those ear pods off, if I were you," the Doctor said nodding at Pete's ears that still had the pods plugged into them.

Pete immediately reached up and took the pods out of his ears handing them over to the Doctor without complaint.

"You never know…" the Doctor muttered as he slipped his sonic screwdriver out of his pocket eyeing the pods with distaste, "Lumic could be listening," and Sophie made a small disquieted face as she eyed the pods in the Doctor's hand watching as he pointed his sonic at them. The sonic screwdriver gave a brief whirr and the blue tip flashed as he swiftly disabled them.

"But he's overreached himself," the Doctor continued, "He's still just a businessman. He's assassinated the President. All we need to do is get to the City and inform the authorities. Because I promise you, this ends tonight."

 ***O*O*O***

Several Cybermen stood before Lumic, the wheelchair bound CEO examining them with interest, "My everlasting children…" he addressed them, "Tell me… how does it feel?"

"We feel nothing," one replied.

"But in your mind? What do you think?" Lumic tried again staring at his creation intently.

"We think the same. We are uniform," came the inflectionless response.

"But you think of… what?" Lumic persisted.

"We think of the humans," the Cyberman responded, "We think of their difference and their pain. They suffer in the skin, they must be upgraded," it stated flatly.

Lumic grinned, "Excellent!" he laughed, "Then let's begin!" he declared, "Computer, identify John Lumic."

"Voice print acknowledged," the computer announced.

"Activate ear pod primary sequence," Lumic ordered.

"Please state area of activation."

"The City of London," Lumic stated, "I've just declared independence. Begin transmission!"

 ***O*O*O***

On the streets of London, the familiar short bleep-like alarm sounded and the people that had been going about their business immediately froze in their tracks, the ear pods plugged into their ears flashing…

 ***O*O*O***

In the Tyler's cellar, Jackie also stood frozen, the fancy birthday gift pods she was wearing flashing as the transmitted signal hit them.

 ***O*O*O***

In a single fluid motion, the people of London turned as one and began to walk in the same direction, expressions blank, eyes glazed over.

 ***O*O*O***

Jackie stepped mindlessly through the door of the cellar, walking past the Cybermen and heading up the stairs out of the basement.

 ***O*O*O***

Lumic grinned as he stared at his computer watching the progress, the success of his transmission, "You will come to me. My dear children. The Immortal Ones."

 ***O*O*O***

"All of London has been sealed off," A report announced, as a nationwide emergency news broadcast went out, "There are reports of an army, an army of metal men. All citizens should remove their ear pods. I repeat, remove all ear pods. London has been placed under martial law. If you are hearing this, stay in your homes. I repeat, stay in your homes."

 ***O*O*O***

Mr. Crane winced in pain, leaning heavily against a lorry as he clutched at his ears. With an effort he managed to rip the pods out of his ears, "Oh, no you don't!" he panted.

 ***O*O*O***

The Doctor, Sophie, Rose, Mickey, Pete and the Preachers walked along a street, watching with bewilderment as the people marched mindlessly past them, all heading in the same direction, "What the hell…?" Jake muttered disquieted.

"What's going on?" Rose asked frowning in concern at the marching people.

"It looks like they're in some kind of trance," Sophie murmured, her own brow scrunched with concern as the people continued to pass them.

The Doctor nodded in response to the observation, not taking his eyes off the people, "It's the ear pods. Lumic's taking control."

A cold shiver ran down Sophie's spine at that, "Knew they were creepy," she muttered eyes flicking to the pods in the marching peoples ears, another cold shiver of dread running down her spine at the idea of someone being about to take control of her like that… to be able to take away her freewill…

"Can't we just… I dunno, take them off?" Rose asked, reaching towards a man to pull out the pods in his ears.

The Doctor grabbed her arm pulling it away, "Don't! Cause a brainstorm," he warned her.

Sophie swallowed, glancing at the marching people again, before turning her concerned gaze back to the Doctor, "So, we can't do anything?" she asked him.

The Doctor turned his gaze to her and shook his head, not from here, "Not without killing them," he replied grimly and Sophie's heart sank further and she glanced away back towards those marching. The Doctor sighed following her gaze and shook his head again as he eyed them, "Human Race," he muttered, "For such an intelligent lot, you aren't half susceptible," Sophie flicked her gaze back to him her brow scrunching at him, "Give anyone a chance to take control and you submit. Sometimes I think you like it. Easy life," the Doctor blinked as his gaze returned to his companions and took in the flat stares they were giving him. He tugged at his ear, glancing from Sophie to Rose then to Mickey and then over to Pete and back again, "Uh, rude?" he asked Sophie and Rose.

"Yep!" Sophie and Rose replied in sync, both nodding at him.

"Ah…" the Doctor muttered, tugging at his ear again.

"Hey!" Jake suddenly called and they all turned to see Jake and Ricky crouching down, peering around a corner, "Come and see," Jake waved them over. They walked over, and joined Jake and Ricky in peering around the corner and saw a row of Cybermen marching alongside more people, all still moving in the same direction.

"Where are they all going?" Rose asked.

"I don't know," the Doctor muttered with a shake of his head, "Lumic must have a base of operations."

"Battersea," Pete supplied drawing their gazes, "That's where he was building his prototypes," he explained.

"Why's he doing it?" Rose asked her dad with a frown.

"He's dying," Pete responded, "This all started out as a way of prolonging life, of keeping the brain alive, at all costs."

Sophie squeezed her eyes shut at that, horrified…

"The thing is, we've seen Cybermen before, haven't we?" Rose asked glancing over at Sophie and the Doctor.

Sophie opened her eyes again, glancing over at the blond as she nodded, "Yeah, we have…" she murmured.

"The head. Those handle shapes in Van Statten's museum," the blond recalled and Sophie nodded again, fingers tangling in the ends of her hair.

"Ah, there are Cybermen in _our_ universe," the Doctor explained, "They started on an ordinary world just like this, then swarmed across the galaxy."

Sophie felt another shiver of dread run down her spine, "Stuff of nightmares…" she whispered, recalling once again just what the Doctor had called them in Van Statten's creepy alien museum.

The Doctor heard the whisper and turned his gaze to her, nodding as he eyed her with concern. A horrible thought occurring to him in that moment that had his hearts aching in his chest for the petite brunette once again, she'd been dreaming of this… seeing something of this, the Cybermen. He couldn't know for sure, but it would certainly explain the horror he'd see haunting her eyes after she'd woken up these past few days since they'd started…

He reached for her mentally, brushing his consciousness against her comfortingly and Sophie offered him a small smile as she brushed back, the smile however, didn't quite manage to reach her eyes and the Doctor cleared his throat, "This lot are a parallel version," he continued his explanation, "And they're starting from scratch right here on Earth."

"What the hell are you three on about?" Pete asked them, eyeing the three of them with curiosity and confusion.

"Never mind that," Ricky cut in, "Come on we need to get out of the City," he stated and they turned to see Cybermen marching steadily down the street towards them, "Ok, split up," Ricky stated decisively as he turned back to them, "Mrs. Moore, you look after that bloke," he ordered nodding at Pete, "Jake, distract them, go right, I'll go left, we'll meet back at Bridge Street. Move," and Ricky and Jake took off in opposite directions.

Mickey quickly turned to Rose, "I'm going with him," he stated, and gave her a quick kiss, before he turned and ran after Ricky, not giving the blond or anyone a chance to try and talk him out of it.

"Stay safe, Mickey…" Sophie murmured quietly as she stared after him for a moment, before glancing over at Rose to see that the blond was staring with wide worried eyes, teeth abusing her lower lip.

"Come on, let's go," Mrs. Moore called to them urgently and they all turned and ran. The Doctor's hand finding Sophie's as he glanced over at Rose to ensure that the she had moved with them. The blond running beside the parallel version of her father.

"There!" Mrs. Moore cried and pointed in the direction of a side alley they were fast approaching and they turned into it, dashing down it.

Cybermen pursuing them.

 ***O*O*O***

Ricky and Mickey ran down a street, coming to a stop as they reached a fork in the road, the both of them out of breath glancing around, "Which way?" Mickey asked, "I don't know where we are?"

"Did they see us?" Ricky questioned glancing back the way they had come.

"Do they know where we are?" Mickey muttered.

"I think they saw us. I bet they can see in the dark…" Ricky muttered.

"I bet they've got satellites…" Mickey continued the two starting to speak over each other.

"I bet they saw us in the dark…" Ricky carried on.

"They know where we are," they spoke together. They blinked in surprise and glanced over at each other.

Ricky frowned at his look alike, "I don't get it," he muttered shaking his head in confusion, "What is it with you? You are exactly like me."

Mickey shrugged, "I dunno. I reckon you're braver."

Ricky smirked, "Oh yeah. Ten times," he agreed, "Still, your friends aren't bad," he admitted, "I'll give you that."

"Oh, that's the Doctor, Rose and Sophie," Mickey murmured with a small shake of his head, "I just tag along."

"Well, then, you're not that bad," Ricky murmured with a small shrug.

Mickey blinked at him a little surprised at hearing that from his parallel self that had for the most part just seemed rather annoyed by him, "Do you think?"

Ricky shrugged again, glancing away a little awkwardly, "Yeah, I suppose."

The loud booming sound of the Cybermen's marching feet came from behind them and they both whirled to look, wide eyes landing on Cybermen as they marched along the street towards them.

"Cybermen," Mickey breathed fearfully.

"Split up!" they both shouted in the next moment, before they turned from each other and dashed off in opposite directions.

 ***O*O*O***

The Doctor, Sophie, Rose, Pete and Mrs. Moore crouched behind a pile of rubbish and dustbins, hiding as Cybermen marched down the street. Rose grasped tightly onto Pete's hand, clutching it fearfully. Sophie's hand tightened around the Doctor's and the Time Lord shifted his grip in response, intertwining their fingers squeezing reassuringly.

They heard the Cybermen stop right by them and the Doctor pulled out his sonic screwdriver with his free hand, slowly and carefully raising it, aiming it at them. He flicked it on, and it bleeped once and they heard the Cybermen move on.

Sophie let out a low sigh of relief, her grip on the Doctor's hand relaxing, but not letting go. Rose stood abruptly dropping Pete's hand as she did so, glancing at him, she shifted a bit awkwardly at the somewhat bewildered look he was giving her. She attempted a smile, and Pete looked away shaking his head in confusion as he stood. The Doctor, Sophie and Mrs. Moore doing the same, watching warily as the Cybermen marched off down the street. Rose forced her gaze away from her dad, turning her own gaze to the retreating Cybers.

"Go," the Doctor whispered a moment later, and they quietly crept out from behind the dustbins and ran in the opposite direction.

 ***O*O*O***

Jackie filed out of the back of a lorry, along with many other people, all of which immediately started marching towards the Battersea power station without batting an eye.

"Chamber twelve now closed for sterilisation," A Cyberman reported, "All reject stock will be incinerated."

 ***O*O*O***

Ricky ran as fast as he could, but he couldn't seem to shake the Cybermen that were pursuing him… gaining on him. Cybermen appeared ahead of him blocking his path and Ricky turned sharply, changing direction dashing down a side alley, only to find his way blocked off by a chain-link metal fence. He rushed up to it and gave it a rattle just as Mickey ran around from the other side.

"Come on!" Mickey urged and Ricky started climbing the fence, the Cybermen stomping closer and closer as they pursued him down the side alley, "Come on! Come on!" Mickey cried with growing urgency as the Cybers got closer… too close!

One of the Cybers reached out and closed a heavy metal hand around Ricky's ankle and he let out an agonized cry as a current of electricity was sent coursing through him.

"No!" Mickey shouted eyes wide with horror, heart pounding against his ribcage as he watched Ricky fall backwards off the fence and land in a crumpled heap on the ground. He slowly lifted his gaze from the body to stare at the Cybermen, who were just standing there watching him from the other side of the fence. Mickey sniffled as he stumbled back a couple of steps, before he turned and ran.

 ***O*O*O***

Cybermen marched on either side of Mr. Crane as they escorted him to stand before Lumic, "This one is unprogrammed," one of them reported.

"Mr. Crane," Lumic observed with a frown, "I thought you were one of the faithful."

"Oh, that I am, sir," Mr. Crane assured with a nod, "My ear pod must've malfunctioned. For which I apologise," Lumic squinted at him suspiciously, "If I er… might…?" Mr. Crane asked and Lumic nodded his ascent and he took a few steps closer to Lumic's wheelchair, "I'd like to request an upgrade, sir. I've seen the future, and it's copyright Cybus Industries. Sign me up."

Lumic blinked, "A willing volunteer," he murmured the beginnings of a smile starting to turn up his lips.

"You've known me a long time, sir. Quite a team, you and me," Lumic's smile twitched into a grimace, "I've been with you all the way," Mr. Crane continued, "But believe me, sir, knowing you so well… I know exactly what to do," he suddenly lunged forward taking Lumic by surprise as he ripped away his breathing apparatus away, ignoring Lumic's exclamations of protest as he smashed the life-support system that had been built into the chair causing it to explode.

"Help me!" Lumic cried with desperation.

One of the Cybermen responded, stepping forward casually tossing Crane across the room with a casual swipe of its arm.

"Die, you!" Crane shouted as he attempted to lunge forward again, only for one of the Cybermen to grab him by the neck, killing him instantly.

"Help me!" Lumic managed to gasp out already beginning to struggle for air without the assistance of his breathing apparatus.

"You are in pain. We can remove pain forever," a Cyberman stated.

"No! Not yet!" Lumic gasped out, "I'm not ready."

"We will give you immortality."

"I've told you," Lumic gasped, truly struggling to breath now, "I will upgrade. Only with my last breath!"

The Cyberman stomped around to the back of Lumic's wheelchair, "Then breath no more," it stated, before hitting the logo on its chest and wheeled Lumic out, ignoring his protesting shouts.

"No! No! I command you, no!"

 ***O*O*O***

"I ran past the river," Jake panted, the moment he came up to the small group that were waiting on Bridge Street, his eyes scanning over them, searching for Ricky only to see that he hadn't arrived yet, "You should have seen it," he continued, "The whole City's on the march. Hundreds of Cybermen all down the Thames," a figure appeared at the end of the street running towards them and Jake turned his face lighting up in relief at the familiar face of his friend, "Here he is!" silence met his exclamation and Jake began to frown at the odd reaction, "Which one are you?" Jake asked as the bloke that he really hoped was his friend came to a halt in front of them.

"I'm sorry," and Jake stilled in rising dread and panic as he looked right at him, "The Cybermen. He couldn't…"

"Are you Ricky?" Jake asked and when he got no response, he asked again shouting with desperation, "ARE YOU RICKY!"

"Mickey, that's you, isn't it?" Rose pleaded her voice cracking as she stared at him with wide eyes, tears starting to well.

He glanced over at her, eyes meeting hers and gave a small despondent nod, "Yeah," he murmured quietly.

And Sophie let out a shaky breath of relief as Rose dashed forward throwing her arms around Mickey in a tight hug and beside her the Doctor relaxed minutely.

Mickey returned the hug for a brief moment, before he turned to Jake who had fallen silent, "He tried. He was running…" Jake turned away, not wanting to hear it, hands clenching at his sides, his friend was gone… his best friend, dead.

Mickey stepped after him, "There was too many of them…"

"Shut it!" Jake told him, cutting him off, his voice sounding hollow in his ears, face contorting in pain, nails biting into the palms of his hands.

"There was nothing I could do."

Jake whirled rounding on him, eyes red tears welling, "I just said shut it! Don't even talk about him. You're nothing, you are," Mickey stared at him helplessly feeling every word his own eyes reddening as tears welled, "Nothing!"

"No, he's not!" Sophie defended with a heavy frown, drawing their attention, she looked at Jake, face softening at the heartbreak on his face, "I'm sorry about Ricky but…" she murmured sincerely and Jake squeezed his eyes shut. Sophie glanced over at Mickey who was staring at her morosely, "Mickey's not nothing… he's really not," and Rose nodded in agreement, taking Mickey's hand and giving it a squeeze, just all so grateful that he was alive, for a horrible moment she thought she'd never see him again…

Mickey sniffled a bit as he looked down at his feet miserably, not able to bring himself to believe it in that moment.

"We can mourn him when London is safe," the Doctor stated his voice low and calm, "But for now, we move on."

Jake nodded with determination drawing himself up, 'London safe' that's what Ricky would want, would do… and so he turned and walked with the rest as they started off down the street, staring stonily ahead of him, determinedly ignoring Mickey.

 ***O*O*O***

The group walked up a slope and looked out over the river at the Battersea Power Station on the opposite bank.

"The whole of London's been sealed off, and the entire population's been taken inside that place. To be 'Converted'," the Doctor murmured grimly and Sophie took a deep steadying breath as she felt another cold shiver run down her spine.

"We've got to get in there and shut it down," Rose said seriously, staring hard at the Power Station and Sophie gave a short nod of agreement, teeth sinking into her lower lip as she too stared at the Power Station.

"How do we do that?" Mickey asked.

"Oh, I'll think of something," the Doctor replied with a small shrug and Sophie and Rose briefly exchanged a look lips twitching upwards, whilst Mickey stared at him with indignance.

"You're making this up as you go along!" he accused.

"Yuuuup!" the Doctor said popping the 'p', "But I do it brilliantly."

"Yeah, ya do," Sophie acknowledged softly, glancing over at him with a small smile and the Doctor shot her a quick grin, whilst Rose's lips twitched into an amused smirk and Mickey blinked at him, but had to nod in reluctant agreement.

 ***O*O*O***

"That's a schematic of the old factory," Mrs Moore stated as the Doctor, Sophie, Rose, Mickey and Pete stood around her peering over her shoulders at the 3D model of Battersea she'd brought up on her laptop. Jake stood a short distance away, listening with only half an ear, "Look, cooling tunnels… underneath the plant… big enough to walk through."

"We go under there," the Doctor murmured gesturing to a spot on the screen, "And up into the control centre?"

"Mhmm," Mrs. Moore nodded.

"There's another way in," Pete spoke up and they turned their attention from the screen to look at him, "Through the front door," he stated, "If they've taken Jackie for upgrading, that's how she'll get in…"

"We can't just go strolling up," Jake pointed out with a frown as he joined them.

"Or we could…" Mrs. Moore said as she began digging around in her bag, "With these…" she said as she pulled out some ear pods. The Doctor picked one up looking it over, "Fake ear pods. Dead. No signal," she explained, "But put them on, the Cybermen would mistake you for one of the crowd."

"Then that's my job," Pete stated determinedly.

"It'd take more than just the ear pods to fool the Cybermen," Sophie murmured, teeth sinking into her lower lip as she stared at Pete with concern.

The Doctor nodded in agreement, "You'd have to show no emotion. None at all. Any sign of emotion would give you away," he warned.

"How many of those you got?" Rose asked Mrs. Moore.

"Just two sets," she replied.

"Ok," Rose nodded, "If that's the best way of finding Jackie…" Rose got up from the bench and stepped over to Pete, "Then I'm coming with you."

Pete frowned in confusion as he eyed the blond, "Why does she matter to you?"

"We haven't got time," Rose evaded his question as she turned to the Doctor and Sophie her expression set in determination as she regarded them, "Doctor, Soph, I'm going with him, and that's that."

"No stopping you, is there?" the Doctor muttered as he stared at her.

"Nope," Rose replied firmly and Sophie let out a quiet concerned breath as she continued to stare at the blond, the determination on her 'little sisters' face never wavering.

The Doctor sighed out a breath, "Tell you what…" he tossed the ear pods to her, "We can take the ear pods at the same time. Give people their minds back so they don't walk into that place like sheep. Jakey-boy?" he called, before he turned and started further up the slope, Jake following him curiously.

Sophie glanced after the Doctor and Jake for a brief moment, before she turned back to Rose, stepping over to her she grasped her by the hand and led her a few of steps away from Pete, "Are you sure?" she couldn't help but ask, staring at Rose with concern.

Rose nodded resolutely, "Yeah, I am."

Sophie sighed lowly, giving a small nod, "It's just… no emotion Rose… no matter what you see in there," she swallowed, "You can't show any, not even a little bit."

Rose nodded, "I heard the Doctor," her eyes met Sophie and she gave her a slightly nervous, but no less determined smile, "I wouldn't say no to some pointers, though," she admitted quietly and Sophie blinked at her a little surprised, "You do a really good uh… 'reveal nothing' face," Rose murmured staring at her with hopeful eyes.

Sophie blinked again, fingers tangling in her hair, "That's not really something I can teach in five minutes, Rosie…" she murmured quietly, "That took me years and…" she trailed biting her lower lip briefly as she tried to think of just how to explain it, she'd never had to before, not really, "Um…" she sighed, "It was mainly all practise. I'd focus on something else… I mean I'd still feel," she swallowed heavily fingers twisting further into the ends of the hair, "Everything, but… I'd focus, mainly on my breathing and on keeping it to myself…" she trailed again frowning, she had a feeling that she wasn't doing a very good job of explaining and she was highly aware that they didn't really have time.

"So, no box?" Rose asked, lips curving up in mild amusement.

Sophie blinked at her again, "I tried the box," she admitted, "The box sucked," she muttered recalling the many failed attempts at stuffing all her hurt into a mental box with a grimace and Rose shook her head in mild amusement.

"Lumic's transmitting the control signal," the Doctor told Jake as they stared at Battersea Power Station, "It must be from over there…" he pointed his sonic screwdriver at the Station and it bleeped and a circle of red lights blinked at them from the Zeppelin parked on top, "There is it… on the Zeppelin, you see? Great big transmitter," he stated, lowering his sonic, "Good thing Lumic likes showing off," he mused, before turning to look at Jake, "Reckon you could take it out?"

Jake shot him a grin, "Consider it done."

The Doctor nodded and turned moving back down the slope, his gaze landing on Sophie as she hugged Rose, the blond hugging back, "Sparks?" he called as he approached, Sophie pulling back from the hug.

Sophie turned to look at him, "Cooling tunnels?" she guessed and the Doctor nodded in confirmation, before turned to Mrs. Moore.

"Mrs. Moore…" he addressed her, drawing her attention, "Would you care to accompany Sparks and I into the cooling tunnels?"

"How could I refuse an offer of the cooling tunnels?" Mrs. Moore replied as she stood.

"We attack on three sides," the Doctor began to explain taking off his glasses, "Above, between, below. We get to the control centre, we stop the conversion machines."

"What about me?" Mickey asked from where he was standing by the bench still, slightly apart from them drawing their attention to him.

"Mickey!" the Doctor exclaimed wrong-footed as he floundered to think of something he could do, "You can… ahm…"

Mickey frowned rather hurt that the man had forgotten to include him in any of his plans, again! "What, stay out of trouble? Be the tin dog?" he shook his head, "No, those days are over. I'm going with Jake," he declared flatly, decision made.

Jake scowled, "I don't need you, idiot," he spat.

"I'm not an idiot! You got that?!" Mickey shouted back, before he took a calming breath, "I'm offering to help."

Jake stared at him mutinously for a moment, before he looked away, "Whatever," he muttered as he turned and started away.

Mickey moved to follow, only for the Doctor to call after him.

"Mickey," Mickey turned back to see the Doctor eyeing him, "Good luck," the Time Lord told him.

Mickey nodded smiling slightly, "Yeah, you too."

"Stay safe," Sophie told him, giving him a small smile.

Mickey returned it with a nod, "You too Soph," he murmured before he turned to Rose, "Rose," he hesitated a moment, wondering what to say to his girlfriend… who honestly, wasn't really his girlfriend anymore… not really, "I'll see you later," he finally settled on.

Rose nodded, "Yeah, you better."

"If we survive this," the Doctor spoke again drawing Mickey's attention back to him, "I'll see you back at the Tardis."

"That's a promise," Mickey murmured with a nod, before he turned and started off after Jake again, with a smile.

The Doctor enveloped Rose into a quick tight hug, that the blond returned, "Good luck," he told her seriously as he pulled back.

Rose nodded, "You too," she murmured just as sincerely, before she turned to look at Sophie just as the brunette enveloped her in a second hug that was somehow tighter than the first one, and she hugged back just as tightly.

"You be careful!" Sophie murmured.

Rose nodded, "You too," she replied, "And don't worry," she added with a small grin that was more confident than she felt as they pulled away from each other, "I'll focus," she assured her and Sophie nodded.

In the next moment Rose was turning, moving swiftly back over to Pete Tyler, the two heading off together and the Doctor, Sophie and Mrs. Moore turned and headed off in the opposite direction.

 ***O*O*O***

The Doctor opened a trap door into the cooling tunnels, before urging Mrs. Moore and Sophie ahead of him, before alighting the ladder himself and following them down.

"It's freezing," Mrs. Moore commented.

Sophie nodded shivering slightly, missing the warmth of her leather jacket, "You're not wrong," she murmured.

"Any sign of a light switch?" the Doctor asked as he glanced about the dark tunnel.

"In a tunnel?" Sophie asked glancing at him.

The Doctor shrugged, glancing at her in turn, "Odder things have happened," he pointed out.

Sophie nodded in agreement and peered about the darkness of the tunnel again, squinting against it in an attempt to see through it, "Still, if there is one… good luck trying to find it in here," she commented.

"Can't see a thing," Mrs. Moore agreed with a light laugh, "But I've got these…" she rummaged around in her bag and pulled out a miner's light, handing one out to the Doctor, "A device for every occasion…" she told him, trailing as he took it from her with an ecstatic grin.

"Ooh!" the Doctor exclaimed as he turned the miner's light over in his hands, whilst Mrs. Moore went back to rummaging in her bag.

"Put it on," she told him as she pulled out a second miner's light holding it out to Sophie who accepted it from her giving it a brief look over before placing it on her head as Mrs. Moore pulled out a third from her bag.

"Haven't got a hotdog in there, have you?" the Doctor asked, the light on his head, as he eyed the bag curiously, "I'm starving."

Mrs. Moore laughed shaking her head, "Of all the things to wish for! That's mechanically recovered meat."

"I know," the Doctor agreed with a smile, "It's the Cyberman of food, but it's tasty," and Sophie gave a soft hum of agreement, whilst Mrs. Moore shook her head as she started digging about in her bag again.

"A proper torch as well," Mrs. Moore said as she handed the torch she'd pulled out of her bag to the Doctor.

"Let's see where we are," the Doctor murmured as he switched on the torch and took a few steps forward, Sophie and Mrs. Moore following him as he shone the light down the tunnel ahead of them. The artificial light immediately landing on the metal surface of a Cyberman, the walls of the tunnel were lined with them… row after row, hundreds upon hundreds of Cybermen, all of them completely still, lifeless.

The Doctor peered at them, "Already converted, just paralysed," he murmured.

"So many…" Sophie breathed horrified as she stared with wide eyes at the seemingly endless rows of Cybermen, "Already so many…" there had been a lot out on the streets, but that was nothing, absolutely nothing compared to what they were seeing here. She felt the Doctor take her hand in his at almost the same moment she felt the comforting warmth of his consciousness brushing against hers. She brushed back, her hand tightening around his.

"Come on!" the Doctor urged and started forward again, Sophie moving with him. Mrs. Moore hesitated briefly, before she moved to follow them. The Doctor paused and rapped one of the Cybermen on the nose… or where the nose would have been if the metal head framed by bars had one.

There was no reaction to his rapping apart from the hollow sound of his knuckles rapping against the metal, "Let's go slowly. Keep an eye out for trip systems," the Doctor murmured.

Sophie nodded in silent agreement still staring at the lifeless forms of the Cybermen. The Doctor grip on her hand shifted, his fingers interlacing with hers as they started warily down the cooling tunnel again, edging past lifeless form after lifeless form.

 ***O*O*O***

A huge truck drove away from the Power Station, a row of Cybermen marched heavily in the opposite direction, "Chamber six now open for human upgrading," the metallic voice of a Cyberman could be heard as Rose and Pete darted alongside the building, doing their best to keep out of sight, "Chamber seven now open for human upgrading," Rose and Pete crouched out of sight watching as a row of people under Lumic's control marched alongside the Cybermen, "Chamber eight now open for human upgrading."

"Just put them on," Pete murmured quietly in reference to the ear pods, "Don't show any emotion. No signs, nothing. Ok?"

Rose nodded, "Don't worry. We can do it," she whispered.

"Chamber seven now open for human upgrading."

"We could die in here," Pete murmured quietly eyeing the blond as he placed the pods into his ears, "Why are you doing this?"

Rose swallowed, "Let's just say I'm doing it for my mum and dad," she replied adjusting the pods in her ears. She took a steadying breath, reminding herself that she needed to focus, "Right, let's go," she said and they swiftly moved out of their hiding place heading for the marching line of people, hands clasped together.

"Chamber eight now open for human upgrading."

Pete gave Rose's hand a squeeze before they joined the progression and the pair let go their faces smoothing over, carefully blank, revealing nothing as they started marching with the others.

"Chamber nine now open for human upgrading. Chamber ten now open for human upgrading. Chamber eleven now open for human upgrading."

Rose swallowed heavily again as they approached the entrance of the Power Station, face still carefully blank as she focused, focused on her breathing just as Sophie said she did, not a flicker of emotion showing on her face.

 ***O*O*O***

Jake climbed up the ladder to the roof of the Power Station, where the Zeppelin was parked. He smiled as Mickey followed him up onto the roof. Jake crept quietly over to a wall, hiding behind it to avoid being spotted by the guards that were standing on duty beneath the parked Zeppelin. He beckoned for Mickey to join him.

"Two guards," Jake observed when Mickey had joined him behind the wall, "We can take them."

"Don't kill them," Mickey hissed in warning, grabbing Jake by the arm preventing him from emerging from behind the wall.

Jake turned back to Mickey with a glower, yanking his arm free, his earlier irritation that he'd pushed aside with an effort for the sake of the mission flaring once again, "Who put you in charge?" he demanded.

Mickey met his gaze unflinchingly, "If you kill them, what the difference between you and the Cybermen?"

Jake paused, eyeing Mickey, "Well, I suppose we could use these," he conceded pulling out a couple of corked bottles, handing one to Mickey.

Mickey blinked at it, "Smelling salts?"

"Bit stronger than that," Jake replied, "One of Mrs. Moore's little tricks. Should knock them out," he informed him and Mickey nodded, "Three, two, one…"

The two ran out from behind the wall, moving quickly and quietly up behind the two human guards. They grabbed them from behind and shoved the small bottles under their noses. The 'smelling salts' knocking the guards unconscious in seconds.

"There's got to be more guards on board," Mickey observed.

"Then let's go get them," Jake replied before he started up the ladder into the Zeppelin, Mickey swiftly following him up.

 ***O*O*O***

The Doctor led them on through the cooling tunnel as they moved in single file down the narrowed passage, still moving past lifeless metal form after lifeless metal form, the light of their torches reflecting off the metal surfaces. His fingers still interlaced with Sophie's as he held her hand in own.

"How did you get into this, then?" the Doctor asked, glancing over at Mrs. Moore, "Rattling along with the Preachers?"

"Oh, I used to be ordinary," Mrs. Moore replied with a soft sigh, as she continued to edge along down the tunnel, "Worked at Cybus Industries. '95. Till one day, I find something I'm not supposed to. A file on the mainframe. All I did was read it. Then suddenly, I've got men with guns knocking in the middle of the night. Life on the run. Then I found the Preachers. They needed a techy, so I… I just sat down and taught myself everything."

Sophie glanced over at her curiously, "So, you've got a knack for computers?"

"Oh, I don't know about a knack," Mrs. Moore murmured softly smiling at the petite brunette that was still staring at her with curious eyes.

Sophie blinked at the response and smiled back, "Sitting down and teaching yourself everything. Sounds a lot like a knack to me."

"I do alright with them," Mrs. Moore replied with a small shrug and Sophie blinked again before she nodded.

"What about Mr. Moore?" the Doctor asked.

"Well, he's not called Moore," Mrs. Moore admitted, "I got that from a book, 'Mrs. Moore'. It's safer not to use real names. But he thinks I'm dead. It was the only way to keep him safe. Him and the kids. What about the two of you? Got any family, or…?"

"Well… uh, Rose and I, we call each other sisters, but… we're not, biological," Sophie almost mumbled, her mind flicking once again to her parents and her gaze flicked to the lifeless Cybermen and she couldn't help but wonder… if in this world they'd become one of the converted. She swallowed heavily forcing her gaze away again, the Doctor's hand squeezing about hers and she squeezed back.

"Oh… adopted?" Mrs. Moore murmured softly.

Sophie blinked and turned her gaze back to Mrs. Moore focusing on the in and out of her breathing about to shake her head when she paused, "Well… kinda, sort of…" she tripped over her tongue a bit, recalling Rose saying that she'd practically been adopted, "Not officially…"

The Doctor made a dismissive sound, "Who cares about official?" he asked rhetorically, glancing at Sophie, his lips quirking up in a bit of a smirk, "Officials boring!" he pulled a bit of a face and Sophie's lips quirked up in response, "It's just paper! Boring old paper and who needs more of that?" the Doctor's smile widened into a grin as Sophie nodded as her own smile widened into a grin. He shifted his gaze to Mrs. Moore again, his thumb caressing the back of Sophie's gloved hand, "Go on, then. What's your real name?"

"Angela Price," Mrs. Moore replied, "Don't tell a soul."

"Not a word," the Doctor promised.

"Not one," Sophie agreed with a nod, turning curious eyes to the older woman, "Was it a Passage to India? The book I mean. The one you got Mrs. Moore from."

Mrs. Moore aka Angela Price blinked and then smiled as a light laugh escaped her, "Oh, you're good."

The Doctor nodded his gaze turning to Sophie again, his eyes fond, "Absolutely brilliant," he agreed and Sophie flushed a bit as she shifted a bit awkwardly at the sudden unexpected praise.

"I just like reading," she mumbled, she'd just been curious.

" _Two days_ in the library… _like_ is an understatement," the Doctor replied.

Sophie felt her cheeks flush hotter and she sighed out a low sheepish breath at the reminder, "Never gonna let me live it down…" she muttered.

"Probably not," the Doctor agreed shooting her a cheeky, foxy grin.

"Git," Sophie muttered in response.

"Ah, but a foxy one," the Doctor quipped giving her a smug look, foxy grin still in place, and Sophie groaned, the receding red in her cheeks flaring hotly again in a mix of embarrassment and irritation, her shoulders slumping slightly as she huffed out a breath as she shot him a look.

The Doctor chuckled, his hand squeezing about hers as his thumb continued to caress the back of her hand.

Mrs. Moore smiled wistfully as she eyed the pair, _'Oh, to be young and in love,'_ she couldn't help but muse. She missed that feeling… missed her husband… missed her family.

Behind them, a red light behind a one of the lifeless Cybermen flicked on and started to bleep quietly. Slowly, the Cyberman turned its head.

 ***O*O*O***

Inside Lumic's headquarters in the Battersea Power Station, an alarm sounded from a computer, drawing the attention of the Cybermen in the room. One strode over, checking the monitor, "Movement in Deepcold Six," it reported.

"Awaken the army," a second ordered.

 ***O*O*O***

"Did that one just move?" Mrs. Moore asked fearfully, having sworn she saw one of the large metal hands twitch.

Sophie swallowed heavily staring at the same hand Mrs. Moore was, "I think so…" she murmured, she'd been hoping it was just her, but if Mrs. Moore had seen it too.

"It's just the torchlight," the Doctor reassured them, "Keep going, come on," he murmured moving to continue down the tunnel just as one of one of the Cybermen in front of them definitely shifted, turning to face them, "They're waking up… run!" the Doctor shouted.

They dashed down the cooling tunnel as fast as they could, the Cybermen springing to life, one after the other, as they went. The sound of their loud ominous footsteps followed them down the tunnel, echoing to them as they reached a ladder at the end of the tunnel, the three scrambled to get up it.

"Get up! Quick!" Mrs. Moore yelled, "They're coming!" the Doctor fumbled his sonic screwdriver out of his pocket and frantically tried to sonic open the sealed trapdoor that was cutting off their escape.

"Doctor!" Sophie urged frantically.

"Almost! Almost!" the Doctor called back to her, hearts hammering in his chest as the sonic whirred and buzzed.

"Open it! Open it!" Mrs. Moore cried, the Cybermen marching closer and closer.

"Ha!" the Doctor couldn't help but exclaim as he got it unlocked and practically threw the door open in his haste.

"Get up!" Mrs. Moore exclaimed frantically as they scrambled up the ladder as fast as they could, "Quick! Quick!" she urged them.

"Come on! Come on!" the Doctor called.

"Oh, _bugger!_ " Sophie muttered, the Cybermen fast approaching the bottom of the ladder now. She hurried out of the trapdoor after the Doctor. Mrs. Moore a mere second behind her as the older woman scrambled up out of the hole in the floor.

The three scrambled for the door, the Cybermen stomping up the ladder after them. They slammed the door shut on them and the Doctor buzzed his sonic screwdriver at it sealing closed.

"Oh, good team!" Doctor exclaimed catching his breath, grinning at Sophie and Mrs. Moore.

Mrs. Moore nodded in response breathing heavily.

Sophie blinked at him, focusing in on him rather than the minor trembling of her limbs and the pounding of her heart against her ribcage as she tried to get her breathing under control… "I thought you didn't like 'team'," she commented.

"Exception to every rule, Sparks," Doctor replied with a small shrug and a smile as Mrs. Moore made a soft sound of amusement.

"Ah… of course," Sophie murmured with a nod, her lips quirking up in a small smile as the Doctor straightened and started to glance about them...

 ***O*O*O***

"Units upgrading now six thousand five hundred. Repeat. Six thousand five hundred and rising," the voice of a Cybermen came through the speaker as Rose and Pete filed along with hordes of others, their faces emotionless.

A Cyberman stepped out in front of Rose, bringing her to a halt as she stared tensing despite herself, fighting to keep her focus on keeping her face blank, "You will wait," it stated, before stomping away and Rose relaxed if only slightly her heart pounding against her ribcage.

Pete glanced at her from where he was standing slightly behind her, "Are you ok?" he whispered.

"No," Rose admitted just as quietly.

"Chamber six now open for human upgrading," came over the speakers. Rose and Pete watched as people obediently filed forward, flames aligning themselves above incinerators, "All reject stock will be incinerated," a woman walked into a cell and they stared horrified as the door slid shut behind her and multiple blades whirled into action, swooping down on her, converting her. The head of a Cyberman was lowered down…

Pete swallowed, hundreds of cells working to convert people as they stood helpless, "Any sign of Jackie?" he asked Rose, only to freeze as a Cyberman turned as if drawn by the sound of his voice.

It stared considering him as it stomped over, "You are Pete Tyler," it stated Pete and Rose stared, "Confirm you are Pete Tyler," it demanded.

Pete swallowed, "Confirmed," he tried uncertainly.

"I recognise you," it stated flatly, "I want first. My name was Jacqueline Tyler."

"No!" Rose gasped sharply in horror and disbelief before she could stop herself as she stared at the Cyberman in front of them.

"What?!" Pete exclaimed eyes widening in horror.

"They are unprogrammed," the Cyberman that had once been Jackie Tyler reported, "Restrain."

"You're lying!" Pete shouted with desperation, "You're not her. You're not my Jackie!"

Several Cybermen stomped forward ready to restrain the unprogrammed humans, when Pete lunged forward towards the Cyberman that had been Jackie, "No," it stated, "I am Cyber-form. Once I was Jacqueline Tyler."

"But you can't be… not her…!" Rose exclaimed horrified.

"Her brain is inside this body," the Cyberman replied.

"Jacks, I came to save you," Pete murmured.

"This man worked with Cybus Industries to create our species," the Cyberman with Jackie brain stated ignoring the murmur as irrelevant, "He will be rewarded by force," it informed the others of its kind, "Take them to Cyber Control," it demanded before turning and stomping away leaving Rose and Pete to stare after it with wide eyes as they were grabbed from behind and marched in another direction.

"They killed her…" Rose breathed with mounting horror, the backs of her eyes stinging painfully as tears threatened to well, "They just took her and killed her!"

"Maybe there's a chance, I dunno. Maybe we can reverse it," Pete posited with desperation.

"There's nothing we can do," Rose replied sniffling and swallowing hard.

"But if… if she remembers…" they turned in their captors grasp straining to see as they were led away, eyes landing on the many Cybermen… hordes of them… "Where is she?" he asked desperately, "Which one was it? Which one was her?"

"They all look the same!" Rose cried as she frantically searched the hordes with her eyes, Pete doing much the same. They were both shoved forward roughly as their captures forced them onwards towards Cyber Control as had been ordered.

 ***O*O*O***

The Doctor, Sophie and Mrs. Moore edged quietly down a dark metal corridor, when a Cyberman suddenly stepped out in front of them. The three jumped, startled.

It turned to them, staring, "You are not upgraded," it determined.

"Yeah?" Mrs. Moore spoke as she shifted, stepping forward a pace or two, her hand closing around a cylindrical device with copper wire wrapped around it, "Well, upgrade this," she declared throwing it at the Cyberman. It stuck to its chest. The device sparks, a moment before a current of electricity was sent through the metal frame. The Cyberman shook, jerked and sparked violently before collapsing to the floor.

"What the hell was that thing?" the Doctor asked as he pulled his gaze from the downed Cyberman to Mrs. Moore impressed.

"Electromagnetic bomb," Mrs. Moore replied as they approached the body, "Takes out computers, I figured it might stop the cyber-suit," she explained.

"You figured right," the Doctor agreed.

Sophie nodded her agreement, "Forget knack. You're a whiz!" she frowned slightly, "Computer whiz… wizard…?" she tried. She blinked, glancing over at Mrs. Moore to see her staring at her in bemusement. She flushed slightly, "Um…?"

The Doctor shook his head, glancing over at Sophie fondly, "I'd go with wizard," he told her, "Just personally."

Sophie hummed a bit, "Me too," she decided, the word sounded better to her ears then whiz at any rate.

Mrs. Moore stared at them both with amusement, "Why?" she asked.

The Doctor shrugged, "Well, it just sounds cooler, doesn't it?" he replied, "And who wouldn't want to be a wizard over a whiz?" he asked as he took out his sonic screwdriver and bent over the Cyberman, "Now, let's have a look…"

He pointed it at the Cyberman's chest, the tip flashing as it began to whirr, "Now… know your enemy… and the logo on the front… Lumic's turned them into a brand," he murmured as he pried the logo off, "Heart of steel…" he stated, holding the plate so that Sophie and Mrs. Moore could see, "But look…" he reached inside and pulled out some white bodily tissues.

"Is that flesh?" Mrs. Moore asked and Sophie lifted her gaze from the white matter the Doctor was showing them to look up at him curiously.

"Hmmm… central nervous system," the Doctor replied, "Artificially grown then threaded throughout the suit so it responds like a living thing. Well, it is a living thing," he murmured with a sigh, "Oh… but look…" he said and pointed at a metal chip.

"What is it?" Sophie asked shifting a little, so that she could get a better look at what he was pointing at, eyeing the chip.

"It's the emotional inhibitor," the Doctor replied, "Stops them feeling anything."

"But… why?" Mrs. Moore asked with confusion.

"It's still got a human brain…" the Doctor explained, "Imagine its reaction if it could see itself. Realize itself inside this thing."

Sophie swallowed thickly, "They'd be in so much pain…" she murmured heavily, barely able to imagine what that would be like, or maybe she just didn't want too, "They'd go mad with it."

"So, they cut out the one thing that makes them human," Mrs. Moore murmured with a shake of her head.

"Because they have to," the Doctor responded.

"Why am I cold?" the Cyberman suddenly asked, it's systems restoring.

"Oh, my God," Mrs. Moore breathed as Sophie stilled as she stared with wide eyes down at the Cyberman, "It's alive. It can feel."

"We broke the inhibitor," the Doctor murmured. He leaned over it and touched its head, "I'm sorry. I'm so sorry," he apologized with sincerity.

"Why so cold?" the Cyberman asked again.

Sophie took in a deep steadying breath… there was so much pain in that voice… pain and confusion, "I'm sorry," she couldn't help but murmur, echoing the Doctor's apology with one of her own.

"Can you remember your name?" the Doctor asked.

"Sally," the Cyberman responded, "Sally Phelan."

"You're a woman…" Mrs. Moore murmured, blinking in shock.

"Where's Gareth?" Sally asked.

"Who's Gareth?" Mrs. Moore asked her.

"He can't see me. It's unlucky the night before," Sally replied.

"You're getting married," Mrs. Moore murmured sadly.

"He won't…" Sophie swallowed her voice catching in her throat, "He won't see you," she tried to assure her, her throat threatening to close about the words.

"I'm cold. I'm so cold."

"Sorry," the Doctor whispered, "You sleep now, Sally. Just go to sleep," he murmured as he pointed the sonic screwdriver just inside the suit and the tip flashing and the blue light switched off, "Sally Phelan didn't die for nothing," he blinked as realization dawned on him, "Cos that's the key. The emotional inhibitor," Sophie blinked and tore her gaze from the Cyberman that had once been Sally Phelan to look at him, her brow scrunching slightly, "If we could find the code behind it, the cancellation code, then feed it throughout the systems into every Cyberman's head…" Sophie let out a low breath as she gave a slow nod, on her right Mrs. Moore gave a nod of her own, "They'd realise what they are…"

Sophie swallowed heavily her gaze drifting back to the lifeless Cyberman.

"And what happens then?" Mrs. Moore asked him.

"I think it would kill them," the Doctor murmured and frowned. His gaze going to Sophie who was staring at the Cyberman her brow scrunched in a solemn frown, "Could we do that?" Sophie swallowed heavily again, inhaling sharply as she lifted her gaze to the Doctor's, his eyes as heavy as her own.

"We've got to," Mrs. Moore murmured with a nod and Sophie and the Doctor turned their gazes to her, "Before they kill everyone else," she reasoned, meeting their eyes, "There's no choice."

Sophie looked down, her eyes squeezing shut, no she didn't suppose there was, if there had been the Doctor would have mentioned it by now. She opened her eyes again, her eyes going to the Doctor taking in the heavy reluctance in his gaze. She reached out for him as he so often did for her, brushing her consciousness against his as she grasped his hand tightly in her own, feeling his consciousness brushing back against hers in return as he grasped her hand just as tightly in return, as he stared solemnly at the metal body that housed Sally Phelan's brain.

"It's got to be done," Mrs. Moore murmured staring sadly at the body of the Cyberman… of Sally Phelan, her device… her device that had broken the emotional inhibitor chip and caused such pain. She swallowed and stood, a metal hand grabbed her by the neck and she froze eyes widening before electricity was sent coursing through her… killing her.

The Doctor and Sophie leapt to their feet, eyes wide with shock and horror, "NO!" they shouted.

"No," the Doctor repeated furious, "You didn't have to kill her!"

One of the Cybermen that had had come upon them unnoticed until it was too late scanned the Doctor, "Sensors detect a binary vascular system," it reported and Sophie stiffened as it turned its focus on her, her hand tightening around the Doctor's as it ran the scan again, "Human… anomalies detected. You are unknown upgrades. You will be taken for analysis," it stated, and the Doctor glared disgusted by them, his hand tightening about Sophie's in turn as the Cybers started to lead them off.

Sophie strained her neck looking back over at Mrs. Moore… no, Angela Price's crumpled form, a tear escaping to roll down her cheek as she lost sight of the woman and she turned her head to face forward again, eyes hardening as her gaze landed on the Cybermen again. They hadn't had to kill her… they really hadn't had to kill her!

 ***O*O*O***

Jake wandered over to Mickey who was standing by a panel that had 'Transmitter Controls' written on it in large letters. Jake blinked at it a bit bemused, a small smirk curving his lips as he stared at it.

"The Transmitter controls are sealed behind here," Mickey muttered, "We need like, an oxyacetylene or something."

Jake rolled his eyes, "Oh, I forgot to bring it with me," he replied sarcastically.

Mickey frowned and turned his gaze to him, "Well then, what do we do?"

"We'll crash the Zeppelin," Jake decided.

"With us inside it?" Mickey asked.

"We could set it to automatic and then just leg it!" Jake replied, "Let's have a look," he muttered and they turned and headed over to the controls. Jake tapped a couple of buttons on the keyboard before shaking his head, "It's locked. There's got to be an override…"

"Let me have a go," Mickey said, shoving Jake out of his way, making him frown irritated, "I'm good with computers, trust me."

Jake crossed his arms watching as Mickey tapped away at the keyboard focusing intently on what he was doing. Unseen, a red light on the back of the keyboard began to blink, an alarm system tripped and the Cyberman that had been standing lifelessly in an alcove and assumed empty by the pair twitched.

 ***O*O*O***

"We've been captured, Sparks," the Doctor said with sarcasm the moment they were led into the control room, "But don't worry, Rose and Pete are still out there. They can rescue us…" Sophie arched a quizzical brow at him, her gaze going back over to Rose and Pete who were over by a row of computers. The Doctor turned to the two and blinked as if he'd only just noticed them, "Oh well, never mind."

Sophie shook her head, "Thinks he's _so_ funny," she muttered as she started towards Rose and Pete the Doctor only a step behind her.

"I am _so_ funny," he muttered.

Sophie glanced over at him, "Your timing needs work," she retorted without any real heat as she gave him a look.

The Doctor scratched at his ear, giving her a bit of a lopsided smile, "Got you to smile, didn't it," he murmured.

Sophie blinked as she realized that her lips really had quirked up into the smallest of smiles, "Huh…?" she mumbled with surprise and then found herself pulled into a tight hug, one that she returned just as tightly.

Rose pulled back from the hug, peering closely at her 'big sister' taking in the pain in her eyes, "You ok, Space-Cadet?" she asked, her gaze briefly flicking over to the Doctor, noting the fact that they had come in minus Mrs. Moore.

Sophie gave a short, almost sharp nod of her head, her jaw clenching, "Yeah," she murmured softly. She sucked in a breath as she eyed her 'little sister' in return, "You ok?" she asked.

"Yeah," Rose muttered a little weakly, swallowing against the painful lump still lodged in her throat, "But they got Jackie," and Sophie swallowed heavily, heart clenching.

"We were too late," Pete sighed, breaking his silence as he sat slumped staring solemnly at no spot in particular, "Lumic killed her."

"Then, where is he?" the Doctor called out frowning heavily as he looked around, "The famous Mr. Lumic? Don't we get the chance to meet our Lord and Master?"

"He has been upgraded," a Cyberman stated in response.

The Doctor turned to it, eyeing it, "So, he's just like you?"

"He is superior," the Cyberman stated, "The Lumic Unit has been designated Cyber Controller."

"Oh, I'm sure he's thrilled," Sophie sassed, sarcasm heavily colouring her tone as she eyed the Cyberman, and beside her Rose felt her lips twitch up.

They turned, Pete slowly getting to his feet, as they stared as a heavy set of sliding doors opened and a Cyberman in an upgraded wheel chair, that was covered in wires and tubes, rolled through them, "This is The Age of Steel and I am its Creator," the fully upgraded Lumic stated.

 ***O*O*O***

"Almost there," Mickey murmured to Jake as he worked away, fingers tapping over the keyboard.

Jake nodded, "Not bad work," he said approvingly.

Behind them the Cyberman flexed it hand, before it raised its arm as it stepped out of the alcove, moving towards them. The sound had Jake turning towards it and his eyes widened in alarm, "It's moving!" he shouted alarmed and they hurried out of the way as it reached for them, "You said it was dead!"

"Yeah," Mickey agreed with a nod, "But it's still a steel robot," Jake raised his gun pointing it at the Cyberman. Mickey pushed it back down, frowning in thought, "Wait a minute!" he exclaimed as it dawned on him, "Hey, Cyberman, over here!" he called and it turned towards him and Jake, "Come on, you brainless lump of metal," he urged with anticipation as it stomped towards them, "Come and have a go!"

The Cyberman raised its fist in preparation to strike, Mickey and Jake duck out of the way at the last second just before its fist smashed into the transmitter control panel and electricity explodes through it, destroying both the Cyberman and the signal.

 ***O*O*O***

The ear pods plugged into the marching people ears stopped flashing and the unconverted came back to themselves. They glanced about the Power Station that they had been marching into with growing horror.

"Oh no!" a woman cried and in the next moment panic broke out as they started shrieking in alarm and scattered as they ran.

 ***O*O*O***

Mickey beamed an ecstatic grin, "The transmitter's down!" he cheered and he and Jake hugged with excitement and the thrill of success.

 ***O*O*O***

In the control room, the screams of the people freed from Lumic's control reached them and the Cybermen looked around, "That's my friends at work. Good boys!" the Doctor exclaimed with a grin, "Mr. Lumic, I think that's a vote for free will," he winked.

"I have factories waiting on seven continents," Lumic stated, "If the ear pods have failed, then the Cybermen will take humanity by force. London has fallen. So shall the world."

 ***O*O*O***

"Hold on," Mickey murmured, "I've logged on to Cyber Control," he said as he managed to bring up the image of the control room in the Battersea Power Station onto the monitor, "They're alive!" he exclaimed with relief a wide beaming grin on his face, "The Doctor, Rose and Sophie, there they are!"

"Never mind them," Jake exclaimed, "What the hell is that thing?" he asked as he pointed at a Cyberman in a large chair covered in tubes and wires.

"Shh," Mickey muttered as he tapped his fingers over a few more keys, "Has this thing got sound?" he asked and a moment later he'd gotten the audio-link to connect giving them sound.

 ***O*O*O***

"I will bring peace to the world," Lumic continued, "Everlasting peace, and unity, and uniformity," and they stared at him aghast.

"And imagination?" the Doctor asked, "What about that? The one thing that lead you here, imagination, you're killing it dead!"

Lumic focused on him, "What is your name?"

"I'm the Doctor," he replied brow arching as he returned Lumic's cold emotionless stare with his own.

"A redundant title," Lumic stated, "Doctors need not exist. Cybermen never sicken."

"Yeah, but that's just it!" the Doctor exclaimed as he took a step forward, "That's exactly the point! Oh Lumic," he groaned despairingly, "You're a clever man… I'd call you a genius, except I'm in the room," Sophie and Rose exchanged a brief look before turning their attention back to the Doctor, "But everything you've invented, you did to fight your sickness. And that's brilliant. That is so human," he frowned at Lumic, "But once you get rid of sickness and mortality, then what's there to strive for? Eh? The Cybermen won't advance. You'll just stop!" he exclaimed, "You'll stay like this forever. A metal Earth with metal men and metal thoughts," Sophie grimaced at the image that invoked, "Lacking the one thing that makes this planet so alive," the Doctor continued, "People. Ordinary, stupid, brilliant people."

"You are proud of your emotions," Lumic observed.

"Oh, yes," the Doctor agreed with conviction.

"Then tell me, Doctor," Lumic demanded almost challengingly, "Have you known grief, and rage, and pain?"

"Yes," the Doctor replied, "Yes, I have."

"And they hurt?" Lumic pressed.

"Oh, yes."

"I could set you free. Would you not want that? A life without pain?" Lumic asked.

The Doctor stared at him levelly, "You might as well kill me," he stated firmly.

Lumic's eyes seemed to flash, "Then I take that option."

"It's not yours to take," the Doctor exclaimed with exasperation, "You're a Cyber Controller. You don't control me or anything with blood in its heart."

"You have no means of stopping me," Lumic responded, "I have an army. A species of my own."

The Doctor putting his face into his palm and rubbed at his eyes entirely exasperated now, "You just don't get it, do you? An army's nothing. 'Cos, those ordinary people, they're the key," the Doctor glanced over at the security camera mounted on the wall, "The most ordinary person could change the world. Some ordinary man or woman… some _idiot_ …" the Doctor continued.

Sophie followed his gaze to the security camera, before glancing back at him, a smile starting to pull up her lips as realization dawned, her heart lifting, _'Mickey!'_

"All it takes is for him to find, say, the right numbers… say the right codes…" the Doctor hinted, hoping that he was managing getting through the somewhat clever idiot, "Say, for example, the code behind the emotional inhibitor. The code right in front of him. Because even an _idiot_ knows how to use computers these days. Knows how to get past firewalls and passwords…"

"Sounds like he's quite clever, actually," Sophie commented in an almost offhanded manner as she shot the Doctor a look.

The Doctor glanced over at her pouting slightly, "Bit of hush," he huffed at her, pout still jutting out his lower lip and Rose couldn't help, but grin in amusement. The Doctor focused his gaze back on the camera, "He should know how to find something encrypted in the Lumic Family Database, under…" he blinked glancing over at Pete, "What was it Pete? Binary what?"

"Binary nine," Pete replied loudly, eyes wide with realization.

 ***O*O*O***

"Binary nine…" Mickey whispered and began to type, fingers moving rapidly over the keyboard, the numbers of the code appearing on the screen one by one.

 ***O*O*O***

"An _idiot_ could find that code," the Doctor continued and Sophie rolled her eyes as she exchanged an amused look that was mildly exasperated with Rose, "Cancellation code. And he'd keep on typing. Keep on fighting," he looked meaningfully into the camera, "Anything to save his friends."

"Your words are irrelevant," Lumic interjected.

The Doctor grinned, "Yeah, talk too much, that's my problem. Lucky I got you that cheap tariff, Rose. For all our long chats. On your phone," he glanced meaningfully at the camera again and made the phone sign for good measure.

"You will be deleted," Lumic told him.

The Doctor nodded, "Yes," he agreed lightly, "Delete, control, hash, all those lovely buttons. Then of course, my particular favourite, send," he commented glanced at the camera again, "And let's not forget how you seduced all those ordinary people in the first place," Rose's phone pinged and she reached into her pocket pulling it out as the Doctor continued, loitering by a particular computer, "By making every bit of technology compatible with everything else."

"It's for you," Rose called to him and tossed her phone to him.

He caught it smoothly and turned to the computer, "Like this," he stated as he slotted the mobile into the docking station he'd spotted, transmitting the cancellation code almost instantly.

The Cybermen cried out clutching at their heads in agony and Sophie flinched, her hands clenching into fists at her sides, her gaze sweeping over the room, seeing the code '6879760' flashing on every screen.

 ***O*O*O***

Mickey and Jake jump up and down in delight, "Yes!" they exclaimed.

 ***O*O*O***

Cybermen all over the factory twitched and fell, crying out in agony as they clutched at their metal heads. One near the Doctor caught sight of its reflection in a piece of metal and a whimper escaped it, its hands coming up to touch its metal face in horror with metal fingers.

The Doctor stared sadly, "I'm sorry," he breathed apologetically as around them Cybermen continued to fall…

Outside one's head exploded, others following soon after…

Sophie sucked in a shaky breath, "So sorry," she agreed quietly and felt Rose take her hand as she stared eyes wide with equal horror as the Cybers continued to wreath about in agonizing pain.

"What have you done?!" Lumic demanded.

The Doctor spun to him furious, "I gave them back their souls," he snatched Rose's phone out of the dock, "They've seen what you've done, Lumic, and it's killing them!" he grasped Sophie hand and turned dashing leading them from the room, Rose's hand tightening about Sophie's as she glanced back a small sound of relief escaping her at seeing her dad moving with them.

"Delete! Delete! Delete!" Lumic's shouted enraged.

 ***O*O*O***

The Doctor, Sophie, Rose and Pete dashed along through the Power Station, running for their lives as fiery explosions erupted all over the place. They make it to a door, an emergency exit and the Doctor thrust it open, and they peered out it, only to see writhing wailing Cybermen blocking the exit. The Doctor slammed it shut again, desperation written all over his face as he turned back to them, his gaze darting about, "There's no way out!"

 ***O*O*O***

Jake began to turn the wheel of the Zeppelin steering it away from the Power Station. Mickey frowned at him, "What are you doing?" he asked.

"We've got to get away," Jake replied glancing over at Mickey briefly, "If that factory blows up, this balloon's going to ignite!"

Mickey glowered angrily, "Take it back!" he demanded.

"Mickey, they've had it," Jake replied.

"I said, take it back!" Mickey demanded again as the Zeppelin began to drift away from the roof. Mickey shoved Jake away from the wheel taking his place, "We're not leaving them behind," he stated firmly starting to turn the wheel when Jake took hold of it again trying to turn it the opposite direction. Mickey glowered at him harder and pushed him away, "There's no way we're leaving them behind!" he spun the wheel guiding them back towards the roof, aligning once more, an explosion shook it.

Mickey speed dialled a familiar number and thrust the phone at Jake, "Hold it!" he demanded and Jake held the ringing phone to his ear, "Rose?" Mickey spoke into it the moment the blond picked up, "Rose, can you hear me? Head to the roof!" he told her.

 ***O*O*O***

Rose lowered the phone from her ear, "It's Mickey. He says, 'head for the roof'," she told them, they turned and ran towards a flight of stairs, fire breaking out behind them as they dashed up the steps trying to outstrip the flames.

 ***O*O*O***

Lumic roared with fury and ripped himself free of the tubes binding him to the chair, "No!" he roared enraged.

 ***O*O*O***

Rose made it to the top of the ladder that led to the roof, she leapt over the wall and onto the roof, followed closely by Sophie, the Doctor and then Pete, they all paused as they caught sight of the Zeppelin above them.

"Mickey," Rose breathed into her phone, "Where'd you learn to fly that thing?"

There was a beat of silence as they continued across the roof towards the descending Zeppelin and Sophie glanced over at Rose curiously, "What did he say?"

"Playstation…" Rose admitted glancing over at her.

Sophie and the Doctor and Pete blinked at her, "Video games for the win," she muttered, nibbling her lip a bit nervously.

"Oh, just brilliant!" the Doctor sighed with sarcasm, resisting the urge to face palm, "Mickey the bloody idiot!" he groused.

The three flinched as more explosions went off around them and sped up just a bit more.

 ***O*O*O***

Jake tried to take the wheel, "You can't go any lower…"

Mickey took it back, refusing to back down, "I've got to!"

"You're gonna crush them!" Jake yelled and Mickey glanced over at him, hearing the logic in it.

He started looking around, "There's got to be something. There's got to be," he insisted, his eyes alighted on a lever with and he grinned, "Oh, yes!" he hurried over to it and pulled firmly and a hatched opened…

 ***O*O*O***

"You've got to be kidding," the Doctor mumbled as they raced towards the rope ladder that had descended, "Sparks, Rose, get up!" he shouted and Rose started up the ladder, followed by Sophie, then the Doctor and Pete.

 ***O*O*O***

Mickey pushed another lever, "Hold on tight, we're going up!" and Jake grinned as Mickey grabbed a com and spoke into it, "Welcome to Mickey Smith's airline. Please enjoy your flight. Woo!" he cheered, grinning ecstatically as he spun the wheel.

 ***O*O*O***

"We did it!" Rose cheered as the Zeppelin rose, her hands fisted tightly around a rung of the ladder they were hanging from, "We did it!"

"Yeah, we did!" Sophie agreed nodding, a breath of relief escaping her, only for the rope to jerk, and Rose screamed, Sophie felt her grip slipping and she tightened her grip frantically wishing that she'd thought to take off her gloves before climbing. She glanced down and her eyes widened further at seeing the hulking form of the upgraded Lumic hanging from the bottom rungs of the ladder, "Oh, bugger!" she cursed as Lumic started to climb up, her grip tightening further, heart pounding.

The Doctor pulled his sonic screwdriver from his jacket pocket, "Pete!" he shouted down to the man, "Take this!" Pete looked up and stretched out a hand and the Doctor dropped it into his hand, "Use it! Hold the button down!" he hurriedly explained, "Press it against the rope, just do it!"

"Jackie Tyler, this is for her!" Pete shouted as he pressed the button on the sonic and held it to the rope as the Doctor had told him, Lumic climbing higher and higher up the ladder towards them, determined to get them.

Pete continued to hold the tip of the sonic to the rope, beginning to fear the it wouldn't work, but finally the rope snapped not a moment too soon and Lumic fell.

"Nooooo!" Lumic shouted as he plummeted to the Earth and was engulfed by the exploding Power Station.

Pete laughed in delighted relief and the four started to struggle up the rope ladder again as the Zeppelin continued to fly them away to safety.

 ***O*O*O***

The Doctor crouched by the dark console, peering at some of the mess he had made, he looked up and over to where Sophie was quietly puttering, helping him clean up the mess he'd made in his impatient hurry to get to the light, the two of them alone in the Tardis as Rose wandered about the Pier with Pete Tyler and Mickey… well, did whatever he was doing with Jake. He swallowed as Sophie feeling his glanced over at him curiously.

He straightened up, "You know," he began in a conversational tone, crossing the console room towards her, "This mess is gonna take me awhile to clean up," he tugged at his ear as Sophie blinked, staring at him a bit quizzically now as she nodded, knowing this already, "Let alone getting her sorted enough to be able to get us home…" he trailed as Sophie nodded again, this also being something he'd mentioned earlier when they'd first stepped back into the Tardis, "It'd have to be a good… uh oh, half an hour…" he trailed staring at her with consideration, "Maybe forty-five minutes of work. Plenty of time for a trip…" Sophie blinked again with confusion now, "Well, if you took one of the scooters… the roads should be clear and safe enough now… so you'd be able to make it there and back again in time…"

Sophie frowned realization dawning as he gave her an intent meaningful look, her heart leaping in her chest, "But what about…?" she trailed as she stared at him.

The Doctor tugged at his ear again, "Yes, well…" he glanced away, "It's still not a brilliant idea…" he muttered and turned his gaze back to her, eyes meeting as he deliberated what to say, "But… if you still wanted too…"

Sophie pressed a warm, quick kiss to his cheek, "Thank you!" she breathed heartfeltly, her heart all but dancing in her chest as she pulled away to distracted too even blush in embarrassment at having done so.

The Doctor nodded, a faint flush to his cheeks as he stared at her with slightly wide eyes, he cleared his throat, "Uh… just, um… uh, remember forty-five minutes and then we have to leave,"

Sophie nodded and pulled out her phone from a pocket of the black waitress uniform she still hadn't changed out of, "I'll set an alarm for thirty minutes," she told him and the Doctor nodded still staring at her, eyes warm, but with the shadows of concern.

"You remember where the garage is?" he asked referring to large room of the Tardis that was home to the vehicles.

"Yep," Sophie replied with a bright beaming smile for him as she hurried out of the console room, the Doctor watched her, adjusting his black suit jacket, a small sigh escaping him as he tugged at his ear again.

He stepped towards the Tardis doors, opening them up in preparation, before moving to wander a circuit around the console as he waited for Sophie to come back out. It wasn't a long wait before she was carefully walking one of the scooters out into the console room, a helmet hung over one of the handles ready for her to put on, and the Doctor immediately moved towards her. She paused, looking at him and bit her lip, "Are you sure, this is ok?" she asked him, seeing concern in his face as he regarded her.

The Doctor smiled and nodded once again, "Yep," he popped the 'p', reaching for the helmet, lifting it away from the handle bar, "Just be careful… yeah?" he murmured as he held it out to her, gazing at her intently.

Sophie nodded as she took it from him and put it over her head, latching it under her chin, "I will… they won't even know I was there," she promised and the Doctor nodded again taking hold of the handlebars to help her walk the scooter to the opened Tardis doors.

Once they wheeled it out of the Tardis doors, Sophie settled herself on it and the Doctor leaned against the doorframe of his beautiful ship just watching as the engine purred to life. She glanced over at him again and he curved his lips up into a smile, one that she returned before she took off down the road.

The Doctor blew out another breath tugging at his ear as he watched her go around a bend, before he turned and stepped back into the Tardis, his brow furrow slightly in concern. Honestly, he'd prefer to be going with if only to be sure nothing went wrong, but he needed to get the Tardis cleaned up, prepped and ready to go and… he truly wanted his Sparks to be able to at least see her parents… to be able to check on them… to take a peek at them. He just hoped… really hoped that his hunch was right… that they had made it out of this mess just fine… and where fine, even if they didn't have a Sparks of their own.

He sighed tugging at his ear one last time before he hunkered down and got to work on fixing up the Tardis whistling a tune to himself for some noise…

 ***O*O*O***

Sophie walked down the street, having left the scooter a short ways away so that she could approach quietly, teeth worrying her lower lip as she moved closer and closer to the house that may just house her parents in this parallel world. Her earlier joy now tinged with growing nervousness as she couldn't help but wonder if she really should as 'what ifs' plagued her once again, but still she didn't stop walking, her gaze locking onto the house… one of only a few that had its lights on, she observed with a sense of relief. Whoever lived there was fine and if they had been tangled up in what happened earlier they'd made it home.

She came to a stop by a set of bins that were sitting out the front of a home on the other side of the street to the one her parents had lived in once upon a time, and she took in a steadying breath as she saw the same purple tulips lining the front of the white house. Her teeth sank a bit harder into her lower lip as she scanned the brightly lit windows she could see, hoping to catch a glimpse of those that lived there, only to be disappointed at seeing no one.

She stared for a few more moments and upon not seeing anything she sighed with disappointment, hand tangling into the ends of her hair, tugging lightly. She glanced away from the house briefly casting it about the night biting her lower lip anxiously as she pondered what to do… a large part of her wanting to just go up and knock on the door… she blinked frowning as her gaze tore away from the house again, darting to the bins she was standing near registering that she'd seen something odd, or thought she had…

She blinked again as her gaze landed on a bright purple gift bag that was sitting completely out of place by the bins. She stared at it a moment bemused and nervous, she swallowed heavily as she bent down reaching for the bag with a slightly trembling hand.

Picking it up, she peeked inside to see a rectangular shape wrapped with gift paper that was also bright purple and a card, swallowing again she reached inside and plucked out the card, flicking it open with nervous fingers. Her wide eyes alighting on writing done in an unfamiliar hand.

'We thought you might like this.' Her heart seized in her chest as her gaze landed on the next words slightly below the first, 'Love parallel mum and dad.'

Her eyes pricked hotly as tears threatened to well, her breaths coming heavily as she stared at the written words, stared so hard that it took her a long moment to realize that something else was written on the card… this time in a hand she recognised, it was a somewhat messy scrawl like it had been added in haste, but she could recognise it as her own… parallel hers! She existed here! She swallowed past the painful lump in her throat and focused on the words she'd… parallel her had written to her.

'Can't believe _they_ showed us you and not the creepy metal men of doom! Stupid bleedin' visions!' followed by an exasperated face emoji.

Sophie choked out an amused sound… parallel her… kind of, sort of definitely sounded like her, or at least she thought so. She blinked again realizing that there was another messy scrawl under that, 'Oh, and forgive all the purple – mum's obsessed with the colour.'

She blinked back tears and sucked in a shaky breath as she looked up from the card and back towards the house and froze. Her heart seizing again as her gaze landed on two people that she'd only seen in pictures before standing side by side in the doorway of their home, gazing at her and slowly her dad raised a hand in a wave, her mum doing much the same, smiling. She stared transfixed for a long moment, before her phone buzzed and beeped in her pocket making her jump in surprise and glance down at herself, hand delving into her pocket to bring out her phone that was lit up as it continued to beep with the alarm she'd set.

It'd been half an hour already… she swallowed heavily. She needed to leave and head back to the Tardis. She glanced back up at her parents, eyes wide, wet with unshed tears and their smiles turned a bit sad, evidently knowing that she had to go. She stared for a moment longer, before she raised a shaky hand in return, waving just a little at them in return, heart pounding as she forced herself to turn and start back down the street feeling their gazes on her for a long time as she moved further and further away. One step in front of the other, hand tight around the gift bag they'd left out for her… her parents, parallel parents had left her a gift! She sucked in another shaky breath, hand still trembling as she reached where she'd left the scooter.

She paused by it, leaning against it for a moment, focusing on the in and out of her breathing trying to calm herself. A moment later she swung a leg over the scooter and started it up again, she looked back towards the house just once more, lips curving up in a small smile that gradually widened as she put the helmet back on and took off down the street.

 ***O*O*O***

The Doctor worked diligently on getting the Tardis sorted, sonic screwdriver in hand as he worked on some wiring. He looked up and then straightened as he heard the sound of the scooters engine fast approaching reached him and he turned and he made his way back over to the hatch from underneath the console and jumped up, walking towards the Tardis doors as Sophie appeared in the doorway of the Tardis with the scooter. He helped her wheel it in and over to the wall, kicking down the stand for it before turning to her eyeing her, hearts clenching at the tell-tale slight reddening of her eyes and as he peered closer the signs of dried tears on her cheeks, "Sparks, what…?" he trailed as Sophie shook her head at him and beamed a smile.

"They're alive!" Sophie told him, "Completely alive, and fine…" she rambled a bit, before she trailed taking a breath.

The Doctor smiled relieved and happy as he took in the expression on her face that was happy… happy tears he realized, tension leaving his shoulders as he nodded. He blinked taking in the bright purple gift bag clutched in her hand, his eyes turned immediately curious even as his brow pinched down into a concerned frown, "Sparks, you went inside?"

Sophie shifted the gift bag she was holding, "Oh, no… this," she swallowed fingering the handles, eyes pricking once again, teeth sinking into her lip for a moment as she stared down at it, excited and nervous as she stared at the gift bag… the present from her parents, "They _knew_ I was coming. They left this for me by these bins across the street from them."

"Of course, they did!" the Doctor exclaimed, his frown clearing and smile widening into a grin. Brown eyes following as Sophie walked over to a 'y' beam and set the gift bag down and then blinked as she turned away from it, "Not gonna open it?" he asked curiosity burning as he eyed it.

Sophie bit her lower lip again, "Not yet… later," she said, even as she glanced over at the bag again, fingers twitching with the desire to see what was inside and so missed the Doctor's brief disappointed pout at having to wait to find out. Sophie tore her gaze from the unopened gift, sweeping her gaze around the still dark console room, "How's things coming along in here?"

"She's almost ready," the Doctor replied just a couple more wires here and there to attach, then I can put the power cell back in and we'll be ready to go."

"Brilliant," Sophie murmured.

A couple of moments later Sophie was sitting by the open hatch on the console room floor, her legs dangling over the edge, power cell held carefully in her hands, the Doctor underneath the console as he worked at the finishing touches, sonic whirring away. She stared at the power cell that was glowing brightly, fairly humming with energy. The whirr of the sonic screwdriver flicked off and she looked up, gaze shooting to the Doctor as he straightened and started towards her, with a beaming grin, "She's ready for the power cell!"

Sophie nodded and handed it over watching as he made his way back under the console, slotting the power cell into place and she beamed a wide grin as the Tardis started lighting up, _'Hello Sexy! Welcome back!'_ and the Tardis gave a faint hum.

 ***O*O*O***

"So, what happens inside that thing, then?" Pete asked nodding towards the Tardis and he and Rose walked towards the blue box.

"Do you wanna see?" Rose asked quickly, hopefully.

"No, I don't think so," Pete replied to Rose's disappointment, "But you three, you know, all that stuff you said about different worlds…" he hesitated a moment unsure if he wanted to know as he stared at Rose, "Who are you?"

"It's like you say," Rose swallowed, biting the bullet, "Imagine there are different worlds, parallel worlds. Worlds with another Pete Tyler… Jackie Tyler's still alive…" she met his gaze staring intently, "And their daughter," she murmured carefully.

Pete stared, eyes widening as realization dawned, "I've gotta go…"

"But if you just look inside…" Rose tried.

Pete shook his head taking a step back, "No I can't. There's all those Lumic factories out there. All those Cybermen still in storage. Someone's got to tell the authorities what happened. Carry on the fight…"

"Rose?" came the Doctor's voice and the two turned to see him and Sophie stepping out of the Tardis doors jogging towards them, "I've only got five minutes of power… we gotta go."

Rose turned back to Pete, "The Doctor could show ya…"

"Thank you," Pete murmured shaking his head, "For everything."

Rose stared at him with wide eyes, tears welling, "Dad."

"Don't," Pete said more forcefully then he'd originally intended, "Just… just don't," he turned away and the Doctor scratched at the back of his neck a bit awkwardly as Rose stared after him tearfully.

"Here it is!" Mickey called as he and Jake approached, his arms holding the Doctor's suit and Sophie's leather jacket, "I found them. Not a crease," he added as the Doctor took his suit from him with a beaming grin.

"My suit!" he cheered.

"My jacket!" Sophie exclaimed happily as Mickey turned to her holding 9's old shrunk down for her leather jacket, "Thanks Mickey!" she murmured, shrugging it on over the waitress uniform with a grin.

"Good man!" the Doctor agreed, "Now then, Jake, we've gotta run. But one more thing; Mrs. Moore. Her real name was Angela Price. She's got a husband out there. And children. Find them. Tell them how she died saving the world."

Jake nodded, "Yeah, course I will!"

"Off we go, then!" the Doctor said cheerily.

"Uh… thing is, I'm staying," Mickey cut in a touch awkwardly, squaring his shoulders as the Doctor turned back to him.

"You're doing what?" he asked shocked.

Sophie blinked at him eyes saddening, "You are?" she murmured.

"You can't!" Rose protested, upset her, tears obscuring her vision now and she tried to blink them back.

Mickey swallowed as he stared back at them, "It sort of balances out," he replied his voice trembling as he stared at Rose's expression her hurt paining him, "Cos this world lost its Ricky, but there's me. And there's work to be done with all those Cybermen still out there."

"But you can't stay!" Rose cried in protest, "Soph tell him, he can't…" and Sophie swallowed, heart clenching painfully as she stared from Mickey to Rose, her throat tight.

"Rose," Mickey cut in and Rose quieted tears slipping down her cheeks as she stared at him, "My gran's here. She still alive. My old gran, remember her?"

Rose sniffled, trying to hold back her tears, "Yeah."

"She needs me," Mickey told her.

Rose frowned, tears still falling down her cheeks, "What about me? What if I need you?"

"Yeah, but Rose… you don't," Mickey replied glancing over at the Doctor and Sophie, before back to Rose, "It's just you and them, isn't it?" Rose attempted to shake her head in protest, but Mickey continued, "We had something a long time ago, but… not anymore."

Rose sucked in a shaky breath unable to say anything in response to that, not really… cos he was right… she just… she just didn't want to admit, didn't want to lose him, "Well… we'll come back," she grasped at straws, "We can travel anywhere, come and see you, yeah?"

"We can't," the Doctor cut in shaking his head and Rose turned her head to look at him, tears still making tracks down her cheeks, "I told you," he murmured in response, "Travel between parallel worlds is impossible. We only got here by accident. We… we fell through a crack in time. When we leave… I've got to close it," he stared at Mickey intently, "We can't ever return."

Mickey met his gaze, reading the silent question in the Time Lord's eyes. He held out a hand, "Doctor."

The Doctor took it, "Take Rose's phone. It's got the code, Get it out there. Stop those factories," Mickey nodded, "And good luck. Mickey the Idiot," the Doctor slapped Mickey cheek a twinkle that was almost fond in his eyes.

"Watch it!" Mickey exclaimed. The Doctor merely smirked before he turned and sauntered off back towards the Tardis.

Sophie smiled as Mickey's attention landed on her, "Take care of yourself, Mickey," she murmured biting her lower lip, "Oh, I hate goodbyes!" she sighed unhappily, before she threw her arms around him in a quick, and her eyes glazed as she accidently brushed skin against his and Mickey frowned in concern as he pulled back to catch a glimpse of it. Sophie blinked back into focus eyes meeting his and she smiled, "You…" she trailed taking pondering on the image she'd seen, "You're brilliant," she settled on and Mickey blinked staring after her a moment as she gave him a last look before she turned and headed for the Tardis, slipping inside it to join the Doctor in the console room as they waited for Rose.

Mickey turned to Rose who'd taken out her phone as Sophie said goodbye and handed it to him, "Thanks," he murmured staring at her, "We've had a laugh though, haven't we?" Rose nodded tearfully, "Seen it all, been there and back… who would have thought, me and you off the old estate, flying through the stars?"

"All those years just sitting there…" Rose sniffed, "Imagining what we'd do one day…" her voice cracked, "We never saw this, did we?"

Mickey enfolded her into a hug, the blond hugging him tightly, heart aching… and yet, not aching as much as she really thought it should, "Go on," Mickey murmured, "Don't miss your flight."

Rose clutched him tighter for a moment, burying her head into his shoulder, knowing that she'd lost him… and would never see him again. She pulled away, head lowered unable to look at him, before she turned and walked to the Tardis, crying heavily. She reached the threshold, and hesitated, before she turned back giving him a last lingering look, before she turned and stepped inside, the door closing behind her.

"Jake, you wanna watch this," Mickey called and Jake came to stand beside him, watching the blue box.

The Tardis dematerialized with a wheeze, and Jake's eyes widened in surprise, "What the hell?!" he exclaimed.

"That's the Doctor in the Tardis with Rose Tyler and Sophie Connolly," Mickey responded staring at the spot the Tardis had been for a long moment before turning away.

 ***O*O*O***

Jackie Tyler stood in her kitchen filling the kettle for a cup of tea. She froze in surprise as the familiar wheezing sound reached and she practically dropped the kettle as she spun and hurried out of her kitchen, her eyes landing on the Tardis that had materialized directly into her living room. The door opened and Rose stepped out.

"You're alive…" Rose breathed and Jackie raised her brows in response, "Oh, mum, you're alive!" she cried as she rushed over to her mother and threw her arms around her with a sob.

Jackie blinked, a bit nonplussed, but pleased to see to her daughter, "Well, I was the last time I looked…" she trailed, the Doctor stepped out of the Tardis, Sophie a step behind him watching them, "What is it? What happened, sweetheart?" Jackie asked, but Rose couldn't reply, just clung tighter her eyes screwing shut against the onslaught of tears that wanted to fall from her eyes again. Jackie looked to the Doctor, "What's wrong? Where did you go?"

The Doctor swallowed, "Far away," he murmured, "That was... far away."

Jackie glanced over at Sophie who gave a small nod, "Very far away," she murmured quietly.

"Where's Mickey?" Jackie asked not seeing him.

"He's gone home," the Doctor replied and Jackie hugged her daughter comfortingly another sob escaping from her as she clung even tighter.

 ***O*O*O***

Mickey and Jake got into the blue van. Mickey turned to Jake his expression determined, "I know it's not easy with my face looking exactly like Ricky," he began, "But I'm a different man. I'm not replacing him. But we can remember him by fighting in his name," and Jake nodded, "With all those Cyber factories out there," Mickey continued, "Do you think they'll be one in Paris?" he asked.

Jake nodded again, "Yeah."

"Then, let's go and liberate Paris," Mickey said decisively.

Jake blinked at him sceptically, "What, you and me? In a van?"

Mickey shrugged, "There's nothing wrong with a van. I once saved the universe with a big yellow truck," and Jake grinned and started the engine and they drove off down the road.

 ***O*O*O***

Sophie sat on a couch in one of the many rooms of the Tardis, this one very reminiscent of a comfortable living room, a half full mug of coffee, sitting neglected and cooling on the coffee table, as she held the gift that her parents had given her on her lap, the purple gift bag on the floor by her feet. She ran her hands over the rectangular shape, fingering the paper, teeth nibbling at her lower lip as she continued to hesitate, anxious excitement coursing through her. She fingered the edge of the paper close to where sticky tape was holding the paper in place, hiding the present from view, but didn't move to open it.

A shadow appeared in the doorway and she didn't need to look up to know that it was the Doctor standing there, peering into the room, "It won't open itself, ya know," he murmured softly as he stepped into the room.

"I know," Sophie replied glancing up at him as he came up to the couch and sat beside her, "It's just… when I open it… that's it… it's open," she swallowed and turned her gaze back down to the gift on her lap, smoothing her hand over the surface of the paper again, "There won't be another one…" her voice quieted to a whisper, "Not from my parents…" she took a deep breath and glanced at the Doctor again, nervousness in her eyes, "What do parents give their kids anyway…" she frowned slightly, "Parallel kid…" she blew out a breath, fingers twitching over the paper.

The Doctor blinked, "Oh um… all kinds of things," he responded tugging at his ear a bit awkwardly, his eyes landed on the card, "Can I?" he asked gesturing to it and Sophie nodded.

He picked it up and flicked it open, his eyes scanning over it and his smiled a bit in mild amusement as he read it over.

Sophie tapped her fingers over the paper, taking a breath, "I should open it…" but she made no move to remove the paper. She glanced over at the Doctor again as she felt his hand on her shoulder giving it a squeeze.

"You don't have to open it now… it's not going anywhere. You could do it later," he murmured and Sophie swallowed again, her gaze going to the bright purple paper, her jaw clenching briefly.

"I-I want to…" she murmured, "I want to open it," her fingers fiddled with the edge of the paper again, before she slid her fingers to the tape, the Doctor's hand squeezing her shoulder again as she hesitated briefly before she carefully lifted away the tape, repeating the process until she could lift the paper away to reveal what was inside.

Her breath caught as she looked at the top of the object… a beautiful book that was sploshed with a softer purple and creamy white colour. She ran her fingers over the front of it for a moment, before she slowly slid her hand to the edge of it and opened it, her gaze landing on a photo… "Photos… it's an album…" she murmured as took in the first one, an image of her parents together, young… teenagers… his arm around her shoulders whilst she held out a hand fingers forming the peace sign, "Highschool sweethearts… maybe…" she murmured as she gazed at it.

The Doctor nodded peering at it, "Could be… certainly looks like it," he murmured and Sophie swallowed as she turned the page, eyes alighting on the next photo, her parents a bit older… her mum in an off the shoulder wedding gown and her dad in a snazzy tux. She ran a finger carefully over the edge of the photo, and the Doctor briefly looked at her to see her worrying her lower lip as she stared unblinkingly down at it.

She turned the next page, her parents a bit older again, her mum standing with her back to her dad as he hugged her from behind, their hands on her rounded belly… evidently pregnant… pregnant with her… parallel her… she swallowed and turned the page again this time, a photo that was very similar to one she'd seen in the house when they'd been inside it… her parents smiling at the camera baby her cuddled between them.

She swallowed heavily again, turning the page again and blinked down at the photo that was staring up at her… this one, possibly taken by her mum as she wasn't in the photo, it was of her and her dad on the living room floor, mess everywhere her in the centre of it, sticky fingers stretched up towards the camera with a wide grin, whilst her dad sat slumped, the mess over his shirt, face and even splattered through his hair a sheepish, 'forgive us' expression on his face as he stared up at the camera.

The Doctor smiled in fond amusement at the photo, happy family scene if he'd ever seen one. Sophie sucked in a shaky breath and softly closed the album, placing it on the coffee table and felt the Doctor's hand on her shoulder shift so that his arm was over her shoulders, tucking her into a one-armed hug, "You alright, Sparks?"

Sophie nodded, eyes pricking, "Yeah… it's… a good present…" she murmured a bit haltingly as she sucked in a deep breath and let it out slowly, leaning against him.

The Doctor nodded, "Brilliant," he agreed. They lapsed into a silence, Sophie staring at the album, teeth nibbling on her lower lip again. The Doctor shifted slightly and turned his head to look at her again, "I'm sorry," he murmured.

Sophie blinked shifting herself so that she wasn't straining her neck to look up at him, expression quizzical, "For what?"

"Your dreams… visions you were seeing…"

Sophie looked away from him, "Oh…" she mumbled and then glanced at him again, "Did I accidentally project again?"

The Doctor shook his head, "Not this time," he replied, "I just figured it out. It wasn't too hard to put the pieces together."

Sophie grimaced slightly, "Was I that obvious?" she muttered brow scrunching slightly.

"No, I just…" the Doctor trailed eyes meeting hers as she blinked up at him a bit curiously now and his lips quirked up in a foxy smirk, "I'm just clever."

Sophie nodded, her own lips quirking up in response, "Not your fault," she murmured in reference to his apology, "You don't make me dream…" she muttered, shrugging slightly.

"No, I don't," he murmured in agreement as he nodded, "I'd uh, like to do another scan…" Sophie blinked over at him again, "And maybe… a blood sample this time, if you don't mind, that is," he tacked on quickly as he stared at her.

Sophie nodded, "If you think it'll help," she murmured agreeably, before glancing away from him again, her brow scrunching again as she couldn't help but doubt that it would, beside her the Doctor couldn't help but wonder the same, nothing had stuck out to him last time aside from the minor anomalies that seemed quite normal to him with her telepathy, but still he was determined to keep trying, in the hopes that he could figure out a way for her to not have to deal with them.

Rose appeared in the doorway and the two turned to look at her, the Doctor's eyes narrowing only slightly at the look in her eyes as the blond still somewhat sombre blond eyed his arm that was still draped over Sophie's shoulders in a hug. Rose blinked back at him, eyes narrowing slightly in return, feeling the sudden deep need to scream 'Just kiss her! You git!' at him, kiss her before you lose her.

"Hey," she settled for instead. Sophie blinked shifting on the couch again, the Doctor's arm falling away from her shoulders as she did so. Her gaze going from Rose to the Doctor and back again wondering just what she'd missed now, "Is that an album?" Rose asked curiously before either could reply, her eyes having gone to the coffee table.

"Uh…" Sophie hesitated her gaze going to the Doctor, they'd just been talking about going to the med bay, hadn't they?

The Doctor gave her a small shrug, _'It can wait.'_

Sophie smiled and nodded, "Uh, yeah…" and Rose stepped further into the room coming to sit on her other side, eyes alight with interest as she did her best to focus away from the throbbing ache that was Mickey's absence, his decision to leave… leave her… Sophie reached for the album, opening it again to peruse through the photo's inside again with her friends, the mood lightening greatly as jovial laughter soon followed as the three went through it together.


	11. Chapter 10 The Idiot's Lantern

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** A big thank you to everyone who followed/favourited and reviewed last chapter and thank you to **Saberbladeprime** for helping out again with this chapter.

 **CHAPTER 10**

 **The Idiot's Lantern**

Sophie stood in the Tardis' wardrobe in front of a full body mirror. She looked herself over, teeth nibbling on her lower lip as she took in the light blue peep-toe heels, the white fishnet stockings, the vintage halterneck, kind of rockabilly dress, that was white with hundreds of light blue roses patterned all over it, white petticoats giving the lightly pleated skirt of the dress a very 1950s flare, a creamy white cinch belt clasped about her waist, the same colour as the elbow length gloves she was wearing to go with it.

Sophie turned to Rose who was standing just off to the side of her, in a dress similar to her own, but pink without a pattern, black fishnet stockings and pink peep-toe heels and a blue waist length jeans jacket. The blondes face fell slightly at the look on Sophie's face, "You don't like it?" she asked with obvious disappointment.

"No… I-I like it," Sophie assured a bit hurriedly as she turned her head to look back at her reflection, "I just…" she tangled her fingers into the ends of her hair, "Just, the leather jacket doesn't really go with this… and _heels_ …" she muttered, glaring lightly down at the pretty blue shoes that would start making her feet hurt sooner rather than later, despite the sturdy low heel, "I can't get away with wearing runners in this…" she turned back to Rose, eyes slightly hopeful, "Can I?"

Rose who'd started to smirk knowingly, shook her head adamantly, "Nope, ya can't. Besides they're cute. And," she turned casting her gaze about the wardrobe, "We can find you another jacket to wear, one that'll really go with that dress."

The bells adorning Sophie's ears, chimed softly as the brunette nodded even as she pouted, just slightly, "The leather jacket's comfy," she muttered.

"Uh-huh," Rose practically sing-songed with amusement as she perused a rack, making a face at one of the jackets she was looking at, before moving on.

Sophie blinked at the tone in confusion, "It is," she insisted.

Rose glanced over her shoulder at her, smirking, "I'm sure it is," she said agreeably, but still something in the blonde's tone left Sophie blinking at her, watching her for a moment her brow scrunching quizzically.

She opened her mouth to ask about it, before she snapped it shut and, the bells chimed a bit louder as she shook her head, already hearing the 'nothin' Space-Cadet' the blond would say in response if she did ask. She turned and picked up a creamy white shawl that she'd set aside, before turning back to the blond, "I'd figured this would go nicely," she called.

Rose turned in response and took in the shawl in Sophie's hands before nodding, "Yep!" she popped the 'p' and quickly moved back towards the brunette, who blinked as the blond took hold of her hand and pulled her along after her as she crossed the wardrobe, "Time to do our hair," she exclaimed with a grin and turned to bat her lashes at Sophie, "I want a French twist, _please!_ "

Sophie blinked at the fluttering lashes, before she huffed softly with amusement and, the bells chimed all so softly as she nodded lightly in agreement, "I can do that."

"Ooh, yes!" Rose cheered happily, her beaming grin widened, her tongue poking out from between her teeth.

Sophie shook her head again, smiling widely with her amusement at the blondes excited antics. She idly twirled a lock of her hair around one of her fingers as she started to really think about how she wanted to do her hair… what 1950's style she wanted to go with…

Sometime later, Rose was sitting down at one of the vanities that were scattered in various spots around the massive Tardis wardrobe as Sophie played with her hair, fingers working diligently into putting her hair into the French twist she'd asked for, a slender pink hair band in her hands ready to be put in to add just that extra dash of the 50's to the style she'd wanted to go with her outfit. Her gaze shifted from her own reflection in the mirror of the vanity to Sophie, "What're you thinking?" she asked.

"Hmm?" Sophie hummed distractedly, her brow scrunched with concentration.

"For your own hair?" Rose clarified.

"Oh," Sophie blinked, fingers twisting Rose's hair into place, the silky strands attempting to be stubborn as they tried to escape, "Um… I'm thinking of a 50's style bouffant ponytail, ya know with the volume at the back," she gestured, and then pouted as some of Rose's hair fell free, "Ah, oops, sorry," she murmured and Rose shook her head in amusement, "Oi!" Sophie protested, "Keep still!" she insisted shooting her a pointed look through the mirror.

Rose gave her a mildly sheepish look, "Sorry," she laughed.

Sophie nodded shooting her a warm smile, before she turned her gaze back to what she was doing and then sighed as a small section started to slip again, "I think your hairs too clean!" she muttered as she eyed the flyaway bits that were refusing to do what they were told.

"Well, I did wash it earlier," Rose hummed, "Maybe I'll just have to have a different style," she murmured with mild disappointment.

Sophie shook her head, bells chiming a bit louder with the movement, "Nope, you wanted a French twist, I'll give you a French twist," she said with determination, and mock scowled at the strands, "Now, behave or I'll sick the hairspray on you!"" she threatened them and Rose laughed as the brunette set to work again on the twist.

"You already did," the blond reminded her.

Sophie shrugged, "Well, I'll sick more on 'em!" she declared, "In fact, hand me the hairspray!" she requested and Rose reached for where it was settled on the vanity, "A touch more and it should start to behave a bit better," she muttered mostly to herself and Rose nodded in agreement earning another 'oi' from the brunette, which only had her laughing again…

"It looks great! Thanks!" Rose declared appreciatively a short while later, her hair having finally been pulled up into the twist she wanted and the pink band added.

"Your welcome," Sophie replied as she settled herself into the chair, Rose had just left, "Now, to do mine," she murmured as she opened a drawer and started sorting through it looking for a bouffant styling comb and pulled one out a moment later.

"I'll start looking for some rad accessories for us," Rose said as Sophie's hands went to her hair already starting work on the style she'd decided upon.

Sophie nodded, bells chiming gently, as she ran a brush through her hair, already working on sectioning her hair for the styling comb…

 ***O*O*O***

"Stop fiddling with it," Rose scolded lightly as she and Sophie stepped out of the wardrobe and began down the corridor.

Sophie paused, her fingers on the light blue silk hair scarf she'd tied around her head to compliment the bouffant ponytail she'd teased her hair into, having been in the midst of adjusting it once again, "It needs to sit right," she muttered, but none the less lowered her gloved hands from the scarf.

Rose shook her head lips quirking up in amusement, "It's not possible to wear a hair scarf wrong, Space-Cadet."

Sophie glanced over at her, "I suppose not…" her fingers twitched with the desire to adjust the head scarf again and instead fiddled with the row of creamy white pearls around her neck and then back up to the bells in her ears that were chiming all so softly as they swayed gently with her movements, "Just not used to wearing a scarf on my head, I guess."

"Hmm," Rose hummed and nodded in agreement, "Oh, speaking of which…" she put a hand into her jacket pocket, "You almost left these behind," she stated holding out blue rimmed sunglasses that looked kind of similar to the pink ones that Rose had found for herself during her hunt for accessories, the lenses just a tiny bit rounder.

"Oh, thanks," Sophie murmured, and then blinked at her curiously, "How's that speaking of?" she asked.

Rose shrugged, "I dunno… it just is."

Sophie nodded, bells giving a louder chime once again, her lips twitching in amusement as she turned the sunglasses over in her hands idly as they continued down the corridor towards the console room. A few moments later they were alighting the stairs and descending into the console room.

"Bout time!" the Doctor exclaimed from where he was fiddling with the console, inputting the coordinates for their trip. He twisted another dial and looked up, pausing as his gaze landed on Rose and Sophie as they stepped off the stairs and started towards the console, "Blimey!" he breathed, his hearts, both of them, skipping a beat in his chest as his gaze focused on the petite brunette.

Sophie blinked back at him, her gaze locked on his gelled back hair, her lips quirking up into another smile, "Ooh, a teddy-boy. Very 50s rockabilly."

The Doctor swallowed thickly, his mouth feeling a little dry, "Isn't it just," he grinned and Rose rolled her eyes in fond amusement as she watched the two. The Doctor tugged at his ear, "You uh," he cleared his throat a slight flush dusting his cheeks as he glanced over at Rose who was smirking at him rather knowingly, "You both look good… you gals do 50s well," he complimented, affecting a bit of an American accent for a moment, looking away as he scratched at the back of his neck.

Sophie smiled, a light flush heating her cheeks as her heart did an odd beat in her chest, "Thanks," she murmured.

Rose huffed under her breath in amusement and mild exasperation… _'The both of them, completely clueless, well one's clueless and the other's a stubborn idiot,'_ she corrected herself shooting a slightly narrowed look over at the Doctor, _'But still, just really…!'_

The Doctor clapped his hands together, "Right, 1950's!" he exclaimed jovially as dashed about the console, inputting the finishing touches to the coordinates, "New York!"

Rose and Sophie blinked in surprise, "New York?" they questioned.

"Yep!" the Doctor replied as he pulled a lever and the Tardis jerked slightly, shaking lightly as she glided out of the drift she'd been idling in.

Rose and Sophie exchanged a look, before the brunette shrugged and they shared an excited smile, they were off to see Elvis!

 ***O*O*O***

Rose and Sophie stepped out of the Tardis and out onto the street, the blond brushing some of her hair out of her eyes as they looked about the street they were on, "I thought," Rose began.

"We," Sophie murmured the correction and Rose shot her a quick grin.

"We," she adjusted, "As in Soph and I, thought we'd be going for the Vegas Era, you know, the white flares and the…" Rose let out a seductive growl that had Sophie blinking at her, before the brunette made a low sound of amusement and the blond winked at her, "Chest hair."

The Doctor poked his head out of the Tardis door, "You are kidding, you gals are, aren't you?" he asked staring at them with a touch of incredulity. Sophie shook her head in response and Rose merely gave him a look in return, "You wanna see Elvis, you go in the late 50's! The time before burgers," he disappeared back inside the Tardis, "When they called him 'the Pelvis' and he still had a waist," he carried on as he moved about inside.

Rose and Sophie exchanged a brief amused look and laughed.

"What's more, you see him in style," they heard him say a moment before the sound of an engine reached them and they looked round to the Tardis in time to see the Doctor ride out on a blue late-50s moped, a sidecar attached to it, a white helmet now on his head and big sunglasses. Sophie grinned as he pulled up whilst Rose let out another amused laugh, "You dolls goin' my way?" he asked in his best Elvis impression.

"Is there any other way to go, daddy-o?" Rose replied as she and Sophie walked towards the moped, "Straight from the fridge man!"

Sophie blinked at her bemused whilst the Doctor beamed a delighted grin, "Hey, you speak the lingo!" he glanced over at Sophie, "What about you Sparks? Got any of that 50's lingo?"

Sophie arched a brow at him at the question, "Apart from what I learned from Rose, just then… nope," she shook her head, bells chiming merrily once again, and shrugged a bit, "I struggle enough deciphering the lingo from our present," she replied with a gesture to herself and Rose.

"Ah…" the Doctor hummed in understanding as he picked up a pink helmet, tossing it to Rose who caught it, before picking up a blue one and tossing it to Sophie, who did the same.

"Oh well…" Rose began turning to Sophie as she put the helmet onto her head, "I only know cos me, mum, Cliff Richard movies every Bank Holiday Monday," she explained.

The Doctor made an 'I knew it' face, "Ah… Cliff," he murmured and Sophie blinked at him at the almost reminiscent expression on his face, "I knew your mother'd be a Cliff fan," he muttered.

Sophie blinked at him again, "You've met him?" she asked curiously, bells giving another soft chime as she tilted her head slightly. The Doctor glanced over at her with a smirk and a wink, but otherwise didn't say anything, and she huffed amused even as she rolled her eyes, taking it for a 'yes', "Is there a famous person you haven't met?" she asked with mild amused sarcasm as she placed her light blue helmet on her head.

"Course there is! Plenty, I haven't met, Sparks," the Doctor replied as if her question had been entirely serious, "I keep meaning to drop by on Shakespeare…" he mused, "Never seem to get around to it though…" he paused in surprise as he caught the grimace that crossed Sophie's face, "You don't like Shakespeare?" Sophie shook her head in the negative and the Doctor gaped at her aghast, "But-But, he's brilliant. His way with words, absolutely brilliant!"

Sophie shrugged a bit, she had tried to enjoy Shakespeare, but well… "I just didn't get it…" she explained, "Found the whole language thing confusing."

"You weren't the only one," Rose muttered, with a mild grimace of her own.

"I mean I'd uh, kind of get the gist but…" Sophie trailed as the Doctor continued to gape at her aghast, "…sorry?" she offered the apology somewhat bemused by his reaction to her dislike of Shakespeare's works.

The Doctor clicked his jaw shut as he finally pulled himself out of his shock enough to stop gaping at the petite brunette, who he'd been positive would have adored Shakespeare's works, and got up off the moped.

Sophie blinked as he took her hand and started leading her back towards the Tardis much to her surprise, "Um, where are we going?" she asked bemused.

"To the library," the Doctor replied glancing over his shoulder at her.

"Eh?!" Sophie exclaimed in surprise, her eyes widening with it.

"We'll go over some of his plays, by the time I'm done, you'll love 'em!" the Doctor exclaimed and Sophie blinked at him again, a sceptical brow arching at the Time Lord's back as she tottered after him with a bit of reluctance.

"Oi, Bookworms!" Rose exclaimed with irritation from behind them and the Time Lord paused in his stride and turned on his heel to look back at the exasperated blond questioningly. The blond raised incredulous brows at him, her hands on her hips as she tapped her foot, eyes narrowed on him, "Elvis, remember?" she huffed and the Doctor's expression immediately turned sheepish and he tugged at his ear a bit embarrassed at having gotten so easily distracted, whilst Sophie huffed out an exasperated and amused breath as she shook her head at him, "You can show Soph the error of her ways later!" Rose huffed.

"Oi!" Sophie protested shooting Rose a look that the blond merely shrugged at.

"Right," the Doctor nodded as he headed back towards the moped, hand still clasped about Sophie's as he led her back towards it.

Rose shook her head at him, hands falling from her hips as her gaze turned to Sophie again, "I can take the sidecar if ya like?" the brunette offered as the Doctor situated himself back on the scooter.

"Nah, I got the sidecar," Rose replied slipping on her sunglasses, turning to the sidecar as she spoke.

Sophie blinked at the blond a little surprised. She was the smallest after all, but nodded all the same as she slipped on her sunglasses, mostly to free up her hands as she turned back to the Doctor and clambered onto the back of the scooter behind him.

"Hold on tight, Sparks," the Doctor told her and Sophie nodded complying just before the Doctor revved the engine and they took off down the street.

"Where are we off to?" Rose shouted loudly over the sound of the engine.

"Ed Sullivan TV Studios," the Doctor shouted back, "Elvis did 'Hound Dog' on one of the shows, there were loads of complaints. Bit of luck, we'll just catch it."

Sophie blinked as she glanced about the street they were driving down, "Ooh…" she murmured, her lips starting to twitch upwards.

"And that'll be TV Studios in, what, New York?" Rose asked.

"As in 'The Big Apple' New York?" Sophie piped up speaking loud enough to be heard over the engine this time, her lips curved up in amusement.

"That's the one!" the Doctor replied with a beaming grin, no sooner had the words left his mouth that a red double-decker bus drove past them and the Doctor came to a stop by a red post box staring after it, rather bemusedly.

Sophie sniggered lightly as the Doctor and Rose stared at the Union Flags that were hanging from roof top to roof top, "Ooh, just lovin' the 'Big Apple'!" Sophie chortled teasingly.

Rose nodded as she took let out an amused laugh, "Yep, definitely digging that New York vibe!" she agreed and the two exchanged looks full of amusement.

"Well…" the Doctor hedged as he continued to glance about the street, "This could still be New York. I mean, this looks very New York to me…" Sophie and Rose shot him amused sceptical looks, "Sort of… Londony New York, mind."

Sophie shook her head, grinning, "Or, more likely, it's a Londony London…" she commented and the Doctor pouted whilst she pulled a slight face as she ran what she'd said back through her mind, "Did I just say Londony," she muttered more to herself.

The Doctor smirked, picking up the muttering, "Yep, ya did," he replied all so helpfully and felt Sophie poke at it his side playfully.

Rose shook her head in amusement at them as she looked around the street again, "What's with all the flags?"

"Celebration, maybe?" Sophie suggested turning her attention back to the flags.

The Doctor grinned, "Let's find out."

 ***O*O*O***

"Smashing," Eddie praised as he got up from the couch he was sitting on with his family, the theme song for 'Muffin the Mule' rounding off, "Smashing, ennit?" he asked them as he moved towards the television and Tommy and Rita turned their unenthusiastic eyes from the telly to him, "You'd think they was in the room with you, eh? Fair do's Tommy, you had a point! New Television! There," he turned back to his family that stared back at him sadly, "That should cheer you up a bit, Rita. Give us a smile, then, eh?"

"I can't," Rita murmured sadly, "Nothing's the same anymore," Eddie's smile fell away, "Not without her…"

"Stop going on about it!" Eddie demanded sternly.

"But her face, Eddie!" Rita protested, as she stared at him with heartbroken eyes, "What happened to her? That awful face…"

"I said, stop it!" Eddie shouted and Tommy flinched a bit, he hated it when his dad shouted at his mum.

A series of thumping taps came from the ceiling and they all looked up towards it, "She's awake…" Rita breathed quietly to her son, not wanting to provoke her already agitated husband further, "I think she's hungry…" she murmured softly, glancing over at her son who swallowed and gave a minute nod of his head.

 ***O*O*O***

Magpie threw open the doors to his van and two errand boys pulled out a television and started for the house, whilst the home owner looked on, quite pleased that his new television had arrived, "There you go, sir," Magpie commented, smiling politely at the man, as another man and two women approached from down the street, "All wired up for the great occasion."

The Doctor, Sophie and Rose who'd been about to walk past heard him and paused as they turned to him, "The great occasion? What do you mean?" the Doctor asked.

Magpie turned to them incredulously, "Where've you been living, out in the Colonies? Coronation, of course," he stated as he shut the doors of his van.

"Oh…" Sophie hummed with realization, her gaze going to the Union flags hanging across the rooftops again.

"What Coronation's that then?" the Doctor asked curiously and got an awkward smile from the man they'd approached, whilst Sophie and Rose shot him surprised looks, it seemed kind of obvious to them.

"What d'you mean?" Magpie asked blinking at him in bemusement, "The Coronation."

The Doctor merely blinked at the man, still pulling a complete blank, before he turned to Sophie and Rose questioningly, the two still staring at him.

"The Queen's!" Rose replied like it was the most obvious thing in the world.

"Queen Elizabeth!" Sophie clarified for him as the Doctor continued to stare at them blankly.

"Oh!" the Doctor exclaimed as realization dawned and he turned back to the man who was still staring at him in bemusement, "Oh, is this 1953?!"

"Last time I looked," Magpie nodded, "Time for a lovely bit of pomp and circumstance, what we do best."

"Look at all the TV aerials…" Rose murmured as she turned her gaze to the chimneys.

Sophie followed her gaze, looking about the rooftops again, really taking in the aerials this time, "That's a lot of aerials," she murmured with mild confusion.

Rose nodded, "Looks like everyone's got one,"

Sophie glanced at the Doctor and Rose, "That's weird, isn't it?"

The blond nodded whilst the Doctor continued to look about the street thoughtfully, "Yeah, definitely weird," Rose agreed, "My nan said tellies were so rare they all had to pile into one house," the bells in Sophie's ears chimed softly as she nodded, her fingers tapping lightly over the blue helmet she was holding in her hands, that's what she'd thought too.

"Not around here, loves," Magpie replied and shifted to show them the writing embellished on the side of his van as the Doctor started off back down the street, "Magpie's Marvellous Tellies, only five quid a box," he exclaimed.

Sophie turned to Magpie blinking in confusion, "Five quid?" she murmured questioningly, her brow scrunched slightly in thought. That didn't sound right, it was far too cheap for a telly especially in the 50's, even if the man was having some kind of special.

Magpie nodded, smiling, "That's right, Love," and Sophie let out a low thoughtful hum, her brow still slightly scrunched as she exchanged a brief look with Rose.

"Oh, but this is a brilliant year! Classic!" the Doctor called as he turned back to Sophie and Rose with an enthusiastic grin, stepping back towards them energetically, "Technicolour, Everest climbed, everything off the ration," he exclaimed his companions' eyes following him as he walked past them a pace or two. He turned back to face them again as he continued dramatically "The Nation throwing off the shadows of war and looking forward to a happier, brighter future!" the Doctor lowered his arms back down to his sides, grinning rather fondly as Sophie and Rose grinned at him in amusement as they laughed.

The jovial sound cut off abruptly, smiles disappearing as a woman's frantic shouts suddenly rent the air, and they turned towards the sound in alarm, "Someone help me please!" the woman cried as she rushed out of her house, "Ted!" she called desperately as the Doctor, Sophie and Rose hurried towards them as two large men in suits marched a man with a blanket over his head towards a black police car, "Leave him alone! He's my husband! Please!"

"What's going on?" the Doctor demanded as the man with the blanket over his head was pushed forcibly into the back of the police car.

Tommy, having been drawn by the commotion rushed out of his family home, "Oi!" he shouted as he hurried towards them, "What are you doing?!"

One of the officers turned to the Doctor, "Police business, now get out of the way, sir," he demanded as he and the other officer made their way round to the front car.

"Who did they take?" Rose asked Tommy as the Police officers got into the car, "Do you know him?"

"Must be Mr. Gallagher…" Tommy replied, trailing as the car drove away, leaving Mrs. Gallagher to stare after it in despair as she sobbed.

"Why would they take Mr. Gallagher?" Sophie asked softly, her gaze going to the distraught wife, not wanting to distress her further, her gaze going back to the teenager as he spoke.

"It's happening all over the place," he muttered, "They're turning into monsters…"

"Tommy!" Eddie shouted and the teen looked back at his house to see his dad fuming outside the door beside his mum who was watching on nervously, "Not one word!" Eddie demanded as the Doctor, Sophie and Rose turned their gazes to him, "Get inside now!"

"Sorry," Tommy apologised as he turned back to the three he'd been talking to, "I'd better do as he says…" he muttered before he turned and headed back towards his house.

The Doctor pulled his gaze from the back of the swiftly retreating car as it drove off up the road, hurriedly putting his sunglasses back on as he ran for the moped, Sophie and Rose right behind him. The Doctor threw his leg over the back of the scooter, jamming his helmet back on his head as Sophie scrambled to get on behind him, whilst Rose jumped back into the sidecar, hands fiddling hurriedly with her helmet.

Sophie's fingers lowered from the under the chin strap of her helmet as the Doctor kicked the moped to life, engine roaring, "All aboard!" he shouted over the noise of it, glancing over at the sidecar to see the blond in it as Sophie's hands clasped tightly about his waist and he took off up the street after the black car as it sped around the corner.

The rushing air making the girls squint against it and Rose, having her hands free dug her sunglasses out of her pocket and slipped them on, a second later her hands were flying to the sides of the sidecar, clutching it in a white knuckled grip as the Doctor haphazardly took the corner at great speed and Sophie clutched at the Doctor's waist tighter still, face paling slightly as they continued to speed precariously down the road after the black car, "Oh _bugger!_ " she breathed as she couldn't help but suddenly wonder if the Doctor even had a licence to drive the moped…

 ***O*O*O***

"Operation Market Stall," one of the officers in the black car spoke loudly into a radio as they sped around another corner, "Go, go, go!"

In response to the order tall corrugated metal gates opened at the end of the street, allowing the car to speed through them, before closing tightly behind it. Immediately, two men wheeled a wooden market barrow full of vegetables in front of the closed gates and before they took up broom and started sweeping out the front of it, looking for all the world like they'd been there the entire time.

 ***O*O*O***

Sophie's arms squeezed about the Doctor's waist as he careened them around yet another corner and down the street they'd turned into, only to stop just short of the market barrow at the end of the road, "Lost 'em," the Doctor muttered bemusedly as he stared at the sweepers, "How'd they get away from us?"

Sophie blinked, brow scrunching as she glanced about the dead-end street, "They pulled a Houdini!" she muttered, her grip around the Doctor's waist loosening now that they'd come to a stop.

Rose nodded her agreement, before she turned her gaze to the Doctor, "Surprised they didn't turn back and arrest you for reckless driving," she remarked and Sophie nodded turning her gaze from the street to the Doctor, "Have you actually passed your _test?!_ " the blond asked.

The Doctor gave no answer as he continued to stare about at the dead-end with bemusement and Sophie narrowed her gaze slightly on him, before she groaned lowly, "Oh, of course he hasn't," she sighed, "The instructors probably didn't understand his _genius_ then either," she muttered sarcastically with a shake of her head.

"Men in black?" the Doctor muttered, choosing to ignore his companions as he continued to stare at the dead-end, "Vanishing police cars?" he shook his head, "This is Churchill's England, not Stalin's Russia!"

"Monsters, that boy said…" Rose murmured thoughtfully, her eyes on the two men that were still sweeping about their vegetable barrow as the Doctor turned his head to look at her.

Sophie's brow scrunched thoughtfully as she gave a slow nod of agreement, he had said that, one of the only things he'd been able to say before he'd been called back inside by his unhappy father, "You wanna head back?" the Doctor shifted his gaze to her, "Poke about a bit?" she guessed, smiling at the blond, it was a good idea.

Rose nodded, returning the smile, "Maybe chat up the neighbours a bit," she agreed, "See what they know."

"That's what I like about you, Rose," the Doctor replied all sweetness as he looked away from the blond, "The domestic approach."

"Thanks," Rose replied, her smile widening into a beaming grin, before she blinked, her smile fading rapidly as she ran what he said over in her head again, "Hold on," she muttered exchanging a look with Sophie who'd evidentially come to the same conclusion as her, "Was that an insult?!" she demanded.

The Doctor merely grinned to himself as he kicked the moped back to life, engine roaring and Sophie and Rose let out alarmed sounds as he turned them around sharply. The blonde's hands grasped the edges of the sidecar in a white knuckled grip again, whilst Sophie tightened her grip about the Doctor's waist again, her eyes squinted against the wind as they sped down the road and haphazardly around the corner that had her fearing that they'd spin out of control and crash to their deaths.

 ***O*O*O***

Magpie stood before a display tower of tellies in his shop, all of them showing the no broadcast signal, except for the one in the middle, "I've finished it, as you instructed…" he spoke to it, eyes locked on the tellie, palms sweating profusely as he laid a strange device that appeared to be a cross between a portable radio and a TV onto one of the tellies.

A woman appeared on the screen he'd been addressing, "That's awfully good of you, Mr. Magpie," she replied.

"So, you'll go soon?" Mr. Magpie asked a touch hopefully, "You'll leave me?"

"Oh, we'll see," the woman replied sweetly, "If you're a very good boy."

Mr. Magpie grabbed at his face, his expression turning pained, "Please… you're burning me… inside… behind my eyes, it hurts!" he pled, "Even my memories hurt! I just want things back like they used to be!"

"Oh, but this world of yours is busy, busy, busy! Forging ahead into a brand-new age, you can never go back! That's your tragedy. But now, the time is almost ripe, Magpie. Cometh the hour, cometh the man," the woman gave a coy laugh, "Or lady…"

 ***O*O*O***

Tommy approached the bottom of the stairs nervously, a key clutched in his hand. He took a breath and slowly started up them moving as quietly as he could. He paused, swallowing as the banging started up again, it was only a brief hesitation though, before he was continuing up the stairs. He reached the landing, and his gaze immediately went to the shadows moving behind one of the closed doors. He quietly drew closer, one of his hands still clasped about the small key to the door, "Gran?" he called tentatively, "Gran, it's me. It's Tommy. I'm gonna come in gran," he told her as heh shifted a bit nervously, "Stand back…" he faltered slightly, "Just don't… I'm sorry, but I've got to come in."

"What do you think you're doing?!" Eddie demanded darkly as he glowered at his son from where he was standing by the landing.

Tommy spun around to face him, eyes slightly wide with surprise and a small amount of fear, even as he frowned defiantly, "We've got to try and help her, dad!"

"Gimme that key!" Eddie demanded and glowered darkly as his son did nothing but stare at him, "I said, give me that key, right now," he demanded again.

Tommy swallowed again, but slowly shuffled towards his father and handed over the key with heavy reluctance.

Eddie snatched it and shoved the offending key into his pocket, "Don't think I'm finished with you," he threatened his son as he grabbed him by the scruff of his neck, making Tommy wince before he started back down the stairs, dragging Tommy with him.

Eddie pulled his son along with him as he walked over to his wife who stood up from where she was sitting on the sofa at the sight of them, her eyes anxious, "All the warnings I've given you, and every time, every time," he reiterated, "You disobey me!"

"We can't just lock her away," Tommy cut in.

"Excuse me, sunshine, I am talking!" Eddie shouted, anger rising at his son's stubborn disobedience and audacity in talking back to him, "And you can forget that college nonsense. You're going to come and work alongside me. Get your hands dirty for once."

Another bang came from upstairs, "Oh Lord," Rita moaned in distress at the sound, "Won't she ever stop?" she asked miserably, close to tears as the banging continued over and over again.

Eddie softened, suddenly caring as he turned to his wife, "There, there, Rita, my sweet," he stepped towards her placing a hand on her shoulder, "Business as usual. Now let's get these up all over the house," he gestured over at the Union Flags that had been set out in preparation of being put up, "In honour of her Majesty."

"But Eddie," Rita whispered tearfully, "What if she's dying?" she asked despairingly.

"I am talking!" Eddie shouted, his simmering anger exploding again and Rita flinched and the room fell silent apart from the tellie in the background. Eddie took a breath, calming again, "That's better. A little bit of hush," he murmured.

The doorbell rang, Eddie stilled, his body stiff as they all turned towards the general direction of the front door. Tommy moved to go answer it, only for Eddie to catch him by the arm, "I'll get it," he stated and Tommy nodded, frowning at his father's back, before moving after him to see who was at the front door.

 ***O*O*O***

"Hi!" the Doctor, Sophie and Rose said in chorus as soon as the door opened, the three of them grinning widely at Tommy's dad.

Eddie peered at the three standing at his front door suspiciously, whilst Tommy lurked a bit further back, "Who are you, then?"

"Let's see then," the Doctor mused as he looked the man over, reaching into one of his suit pockets, "Judging by the look of you, family man, nice house, decent wage, fought in the war, therefore, I represent Queen and Country!" he declared as he pulled out the physic paper, presenting it with a flourish to the startled man, "Just doing a little check of Her forthcoming Majesty's subjects before the great day," the Doctor chattered on tucking the physic paper back into his pocket, "Don't mind if I come in? Nah," he continued before the man could do so much as take a breath to reply, "Didn't think you did, thank you!" the Doctor said as he shoved past the man and into the house, leaving the man to frown after him, rather disconcerted.

"Sorry, for the intrusion," Sophie muttered apologetically as she pushed past him, Rose a step behind her as they swiftly followed the Doctor inside and into a living room.

"Not bad, very nice!" the Doctor commented as he glanced about the tidy room, "Very well kept!" he turned to the woman who was staring at him from where she was standing by the tellie, "I'd like to congratulate you, Mrs…?"

"Connolly," Rita replied timidly.

Sophie blinked at that, a soft mumbled, "Oh," escaping her in surprise and a bit of wonder, her gaze darting swiftly to the Tommy, who'd just stepped into the living room, before going to the Doctor and Rose who'd both glanced over at her curiously for her reaction.

"Now then, Rita," Mr. Connolly spoke as he stepped into the living room after his son, "I can handle this. This gentleman's a proper representative," Sophie's brow scrunched slightly in concern as Rita's anxious expression turned terrified. The Doctor winked reassuringly at the woman, whilst Rose moved to perch on the arm of a sofa, "Don't mind the wife," Mr. Connolly continued addressing the Doctor now, "She rattles on a bit."

Sophie's lightly scrunched brow furrowed into a frown as she glanced from Rita to her overbearing husband, _'Right… the 50's…'_ Sophie thought dismally a disquieted grimace crossing her features.

"Well, maybe she should rattle on a bit more," the Doctor retorted as he too frowned at Mr. Connolly, who stared back shocked, Tommy's mouth fell open slightly as he too stared in shock at the gentleman.

The bells in Sophie's ears chimed softly as she nodded and turned her gaze away from Mr. Connolly, "You can find out some really interesting things when people rattle on."

"That you can, Sparks," the Doctor agreed shooting her a quick grin whilst Mr. Connolly seemed to stiffen and twitch, brow furrowing.

Rose grinned at the Doctor, "You'd know all about that, wouldn't ya? Rattle on for days, he would, if you let him."

"That he would," Sophie agreed with a smile, bells chiming again as she gave another nod, studiously avoiding looking over at Mr. Connolly, whose cheeks had started to puff out a bit in anger, whilst Rita stared at the two younger women in her home with slightly wide eyes, not sure what to make of what was happening. Whilst Tommy's mouth quietly clicked shut, lips starting to twitch up ever so slightly.

"Love a good gab," the Doctor agreed with a bit of a cheeky wink at Sophie and Rose, before he turned his gaze about the living room again, taking note of the flags scattered about the room, still waiting to be put up.

"Now see here, sir…" Eddie began doing his best to keep a tight grip on his temper and his voice calm and polite as he focused his attention on the gentlemen… the representative of the Queen, he forcibly reminded himself.

"I'm not convinced you're doing your patriotic duty, Mr. Connolly," the Doctor cut him off, sounding for all the world like he hadn't even known that the man was talking as he turned his gaze back to him, "Nice flags. Why are they not flying?"

Eddie blinked, somewhat taken aback by the sudden change in the subject. He cleared his throat a touch nervously, "There we are Rita," he turned to his wife, "I told you," Rita nodded timidly, glancing nervously from her husband to the representative and back again, "Get them up, Queen and Country!"

The Doctor's expression turned sceptical and he started to move across the living room towards Eddie, whilst Rita swallowed, "I'm sorry…" she began only to hesitate as the Doctor gestured for her to stay where she was.

"Get it done. Do it now!" Eddie demanded at seeing her hesitate and Rita glanced between the two nervously.

"Hold on a minute…" the Doctor began still frowning at Mr. Connolly.

"Like the gentleman says," Eddie continued not hearing him speak as he stared intently at his wife.

"Hold on a minute," the Doctor cut in a second time and Mr. Connolly turned to him again, visibly surprised, "You've got hands, Mr. Connolly. Two big hands!" the Doctor observed, "Why is that your wife's job?"

"It's housework, innit?" Eddie replied.

"And that's a woman's job?" the Doctor asked, his brows raised and Sophie grimaced anticipating Mr. Connolly's answer.

"Course it is!" Eddie scoffed dismissively. Sophie shifted uncomfortably, hand toying with the string of pearls at her neck, her brow furrowing a bit deeper at the answer despite having expected it. Whilst Rose silently bristled where she was comfortably perched on the arm of a sofa, eyes narrowing on Mr. Connolly.

"Mr. Connolly, what gender is the Queen?" the Doctor asked, his brows still raised.

"She's a female," Eddie replied defensively.

"And are you suggesting the Queen does the housework?" the Doctor persisted as he stared pointedly at Mr. Connolly.

"No!" Mr. Connolly exclaimed hastily and Tommy's lips started to curl up into a small smile and even Rita seemed to hearten slightly as her husband was forced to concede to the logic of the Queen's representative, "Not at all!" he muttered.

The Doctor picked up a string of Flags and held it out to Mr. Connolly, staring at him insistently, "Then get busy," he ordered and Sophie raised a hand in a poor attempt to hide her amused smile as Mr. Connolly took the Union Flags from the Doctor's outstretched hand.

"Right, yes sir," Eddie murmured as he turned and set about hanging up the Flags, "You'll be proud of us, sir!" he exclaimed with poorly feigned enthusiasm, "We'll have Union Jacks left, right and centre!" he declared as the Doctor slowly moved back across the room.

Rose got to her feet hands on her hips, "'Scuse me, Mr. Connolly, hang on a minute! Union Jacks?" she asked.

Eddie paused in his work to glance over at her in surprise and slight confusion, "Yes, that's right, isn't it?"

Sophie coughed slightly to smother a light chuckle, "Not exactly…" she murmured and got a blink from Mr. Connolly.

"That's the Union Flag," Rose elaborated for him, "It's the Union Jack only when it's flown at sea," she explained and Tommy's smile widened into a fully-fledged grin as his father stuttered and attempted to save face.

"Oh…" Eddie exclaimed wrongfooted and attempted a humble apologetic smile, "Oh, I'm sorry, I do apologise."

"Well, don't get it wrong again, there's a good man," Rose replied with a wide smile, "Now get to it!" she ordered forcefully, turning away as Mr. Connolly hastily got back to work hanging up the Flags that Rita hadn't found the time to put up yet.

"Right then!" the Doctor exclaimed as he moved towards the sofa Sophie was standing in front of settling himself into one of the cushioned seats and Sophie settled herself on the sofa beside him as Rose joined them sitting in the single sofa beside the double, "Nice and comfy at Her Majesty's leisure," the Doctor commented as Eddie continued to, in all haste, hang the string of Union Flags. He leaned towards Rose, "Union Flag?" he whispered.

Rose shrugged, "Mum went out with a sailor," she replied in explanation.

"Oh, ho, ho, ho. I bet she did," the Doctor murmured with an amused smirk.

Sophie rolled her eyes at him, "Leave Jackie alone," she mildly chided him, keeping her voice as soft as his.

The Doctor shot her a quick amused smirk, "Anyway," he addressed the room again, "I'm the Doctor, this is Sophie," he gestured her, "And this is Rose," he turned to the teen, "And you are?" he asked and got a surprised look from him at suddenly being addressed.

"Tommy," he replied as he returned Sophie's and the Doctor's smiles with a slightly hesitant one of his own.

"Well, sit yourself down, Tommy," the Doctor urged as he and Sophie shifted on the sofa, budging up to make room for him to sit between them. He motioned for Rita to take a seat and Rose noticing that there wasn't much more available chair space got up from the single sofa seat for the woman and walked around the back of the couch the Doctor and Sophie where occupying to easily perch on the arm of it beside Sophie as Tommy sat between them and Rita took the vacated sofa with another discreet look at her husband as he continued to work.

"Have a look at this," the Doctor murmured indicating the TV, their gazes turning to the box that was still on, "I love telly, don't you?"

Tommy nodded, his hesitant smile from before turning into a wide grin, "Yeah, I think it's brilliant!" he exclaimed.

"Good man!" the Doctor said with a nod, from where she was sitting on the single sofa Rita stared down at her hands that were folded in her lap.

There was silence for a few moments as they watched the man that was currently on the telly as he showed the viewers the vertebra of an ichthyosaurus. The Doctor turned in his seat, checking on Mr. Connolly to see him still begrudgingly hanging the Flags as he'd been instructed, "Keep working Mr. C!" he called jovially, sniggering just a little under his breath, before he turned to Rita, his cheerful countenance dropping and his voice quieting to a low murmur, "Now, why don't you tell me what's wrong?" he asked.

Rita swallowed, lifting her sad eyes from her hands to look at him and hesitated briefly in mild reluctance, her gaze drifting briefly to her husband before returning to the man that was staring at her, waiting patiently for her to speak, "Did you say you were a Doctor?"

The Doctor nodded and smiled reassuringly, "Yes, I am."

Rita shifted turning in her seat to face him fully, "Can you help her?" she asked him urgently, "Oh please, can you help her, Doctor?" she pleaded.

"Now then Rita," Eddie cut in, having heard his wife, her voice having risen in her desperation, "I don't think the gentleman needs to know…"

"No, the gentleman does!" the Doctor cut in, shooting the man a look that was full of irritation, his patience with him starting to wear thin. Whilst Sophie's brow scrunched in concern as Rita began to cry.

She shifted in her seat, turning her head to look at Tommy, "Where's the kitchen?" she asked softly.

Tommy stared at her quizzically a brief moment, before nodding in the general direction of the kitchen, "Through there," he murmured.

Sophie nodded and stood, walking across the living room in the direction Tommy had indicated. Eddie who was already rather irritated by being spoken to in such a manner by the Doctor in his own home no less, scowled at her darkly, "Where are you going?!" he demanded unpleasantly and the Doctor stiffened in his seat at his tone, his brow that had already been furrowed in concern darkened in anger as his attention shifted from the upset Rita to her husband as Sophie paused in her stride and turned to the man.

"To the kitchen," she stated shortly as she frowned at him, "To make your wife some tea," she turned from him and started walking again without waiting for a response, "I hear it's soothing," she sassed as she stepped from the living room and into the kitchen the sound of a kettle being put on reached them a moment later.

Rose smirked as Mr. Connolly gaped after Sophie, whilst Tommy ducked his head a bit to hide his own smile this time, not wanting to draw his father's ire if he caught sight of it. The Doctor's expression, however didn't lighten in the slightest as he all but glowered at the other man, "You will speak to my friends with respect Mr. Connolly," he warned him coldly and Mr. Connolly seemed to swallow, but otherwise didn't answer as he stared at the Doctor, "Now, I suggest you get back to hanging those Flags."

Sophie popped her head back into the living room, "Did you take any sugar, milk or cream in your tea Mrs. Connolly?" she asked.

Rita blinked, sniffling quietly as tears continued to make tracks down her cheeks despite her best efforts to control herself, they had guests and here she was crying and being waited on by one of them! She was the hostess she should have been offering them tea, Eddie would be so mad when they left, "Uh," she found her voice, "Just milk," she murmured quietly.

Sophie nodded, before she disappeared back inside the kitchen the soft sounds of her bustling about reaching them as the kettle started to whistle. A moment later she was stepping fully back into the living room a steaming tea cup in hand, "There you are, Mrs. Connolly," Sophie murmured softly, offering the upset woman a kind smile as she offered the tea cup to her.

Rita reached up, accepting the cup from the younger woman, "Thank you," she murmured quietly, fingers trembling slightly, the tears still falling down her cheeks.

"And here," Sophie murmured, holding out a few clean tissues she'd plucked from a tissue box in the kitchen on her way back out. Mrs. Connolly accepted them with a nod of thanks, immediately moving to dab at her cheeks and eyes with them, before taking a sip of the tea, rather grateful for the hot drink. Whilst Sophie quietly stepped away from the older woman, not wanting to hover over her, moving to retake her seat on the sofa beside Tommy.

"Tell us what's wrong," Rose urged gently as Rita stared despondently down at the contents of her cup, tissues crumpled in one hand, "And we can help," she murmured and Rita couldn't help it as her silent tears turned into loud sobs and she shook her head. Rose got up from her perch and went to her, "I'm sorry," she apologised, she hadn't meant to upset the woman further, she placed an arm around the woman's shoulders as she tried to comfort her, "Come on, come on…" she soothed softly as Rita held the tissues to her face as she continued to sob.

Whilst Sophie stared helplessly at the distraught woman, blue eyes concerned as Rose rubbed soothingly at Rita's arm, she shifted on her seat, moving to get up to grab more tissues for Rita only to still, her posture stiffening as Mr. Connolly yelled.

"Hold on a minute!" they turned their gazes to him, to see him glowering at them and Tommy swallowed a bit uncomfortably, whilst Sophie's gloved hands balled into fists on her lap, teeth sinking into her lower lip as she stared at the angry man and the Doctor's jaw clenched in rising anger, "Queen and Country's one thing, but this is my house!" Mr. Connolly snapped angrily and Sophie frowned as her eyes narrowed slightly on him, whilst Rose continued to rub soothingly at Rita's arms as the woman continued to sob heartbrokenly, even as her own eyes narrowed on Mr. Connolly.

The Doctor shifted in his seat, propping his head up on his forearm and balled fist, his expression still calm, even as he forcibly restrained himself as his anger simmered closer and closer to the surface.

Eddie looked down at the Union Flags in his hands, "What the…" he tossed them furiously to the ground, "What the hell am I doing?!" he snarled at himself, before he rounded on the Doctor, striding towards him angrily, "Now, you listen here, Doctor!" the Doctor stared at him as he continued to rest his head on his tightly balled fist, still outwardly calm, though his brown eyes were flinty in their regard, "You may have fancy qualifications, but what goes under my roof is my business!"

"A lot of people are being bundled into…" the Doctor started scathingly.

"I am talking!" Eddie shouted angrily, his eyes bulging in their sockets as he glowered at the Doctor as he cut him off.

"And I'm not listening!" the Doctor shouted back furiously, his patience snapping as he stood, looming over Mr. Connolly as he glared darkly down at the man, "Now you, Mr. Connolly, are staring into a deep, dark pit of trouble if you don't let me help," Eddie took an involuntary step back from the Doctor, rather shaken, whilst Tommy and Rita looked at him with wide shocked eyes, unsure how to react in that moment, "So, I'm ordering you, sir!" the Doctor continued, still glowering at Mr. Connolly, "Tell me what's going on!" he demanded threateningly and Mr. Connolly swallowed as he tried to think of something to say.

Sophie tore her wide slightly startled gaze from the confrontation between the Doctor and Mr. Connolly as a thump came from upstairs, cutting off whatever it was that Mr. Connolly had been about to say in response to the Doctor's demand. Beside her, Tommy looked about a bit nervously, whilst Rita sighed sadly and shook her head miserably.

"She won't stop," Eddie breathed with a degree of fear in his voice, drawing the eyes in the room from the ceiling back to him as the thumping above them continued, growing louder, "She never stops."

"We started hearing stories," Tommy began in a slightly shaky, hesitant, nervous voice and the Doctor turned to him, "All round the place. People who've… changed. Families keeping it secret 'cos they were scared," Tommy swallowed, "Then the police started finding out," Mr. Connolly shifted, his head bowing slightly, "We don't know how, no one does. They just… turn up, come to the door and take 'em," he explained, "Any time of the day or night."

"Show me."

 ***O*O*O***

The door to a dark room creaked open and Tommy poked his head around it as he cautiously peered into the room, "Gran?" he called, "It's Tommy," he told her as he opened the door a wider, allowing the Doctor, Sophie and Rose to see into the dark room, their gazes landing on the shadowed silhouette of Tommy's gran as she stood by the window, the curtains drawn tightly shut to prevent anyone from seeing into the room.

"'S all right, Gran," Tommy assured her as the figure obscured by the darkness of the room slowly moved towards them, "I've brought help," he murmured, stepping further into the room, the Doctor, Sophie and Rose following him in, whilst Rita hesitated out in the hallway close to the door of her mother's room, Eddie beside her his arms folded unhappily across his chest.

Tommy flicked the light switch illuminating the room and Sophie's eyes widened minutely, her lips parting slightly in shock and horror for the poor woman as Rose swallowed heavily, her own eyes wide with her shock and horror at what had been done to her, whilst the Doctor merely stared his brow furrowed with concern as they regarded the elderly woman whose face was completely blank, nothing of her features left to the naked eye… just smooth skin.

 ***O*O*O***

A black police car, it's headlights on, drove down the residential street and pulled up outside of the Connolly's house.

 ***O*O*O***

The Doctor stood in front of the elderly woman peering closely at the smoothed over skin as he examined it, Sophie and Rose standing on either side of him, "Her face is completely gone," he murmured.

"It's not just her face," Sophie murmured softly as she stared at the elderly woman that was standing before them motionless for the most part. She hadn't intended too, but she'd been so shocked by the sight of her featureless face that she reached out mentally, past her shields, for the woman before she'd even really realized that she was going too, was there, only to find… nothingness, "She's empty," she continued softly, her brow scrunched with concern as she turned her gaze to the Doctor and Rose who had both turned their gazes to her, "It's like someone reached in and scooped her out."

"What?" Rose breathed as she turned her gaze back to the woman staring at her with a troubled expression.

The Doctor gave a slow nod, his brow furrowed disconcertedly as he pulled out his sonic screwdriver and used it to scan over the smoothed over skin of the woman's face, "Scarcely an electrical impulse left," he murmured in agreement, "Almost complete neural shutdown, she's ticking over, like her brain has been… wiped clean."

"What are we gonna do, Doctor?" Tommy asked desperately as the Doctor tucked his sonic screwdriver away, his scan finished, "We can't even feed her!" he exclaimed just before there was a loud crash from downstairs, the sound caused Rita, who was standing beside her son to gasp in horror, her eyes wide. Whilst the Doctor, Sophie and Rose spun to face the door that Mr. Connolly was standing in, the man having refused to actually enter the room, let alone look at what was left of his wife's mother.

"We've got company…" Rose muttered and Sophie gave a slight nod as the sound of heavy footsteps echoed up to them.

"It's them," Rita breathed in horror as she griped her son tightly for comfort, whilst Eddie seemed to relax in relief, "They've come for her!"

The Doctor turned his gaze to Rita and Tommy, "What was she doing before this happened?" he asked urgently, his voice low and hurried, "Where was she?" Rita hesitated unable to think clearly as they heard the police's heavy steps on the stairs, "Tell me, quickly, think!" the Doctor urged.

Tommy shook his head desperately, "I can't think! She doesn't leave the house! She was just…" he trailed as a burly looking police officer appeared in the doorway, stepping into the room along with a couple of others.

"Hold on a minute!" the Doctor said, holding up his hands as he attempted to buy sometime, "There are three," the burly police officer paused in front of him, "Important, brilliant, and complicated reasons why you should listen to me. One…" he was cut off as the burly man punched him, hard, and he crumpled to the floor unconscious.

"Doctor!" Rose exclaimed alarmed.

"You didn't have to hit him!" Sophie protested as she and Rose crouched by the Doctor, the police officers moving past them, throwing a blanket over the faceless woman, whilst Rose slapped at the Doctor's cheeks and Sophie shook his shoulders as they attempted to wake him up.

"Leave her alone!" Rita shouted in protest as the officers moved to barge past her and out of the room, "No!" she cried as they pushed her carelessly out of their way, leaving Tommy to catch her. Whilst Eddie pushed the men onward, encouraging them to leave quicker. Rita and Tommy hurried after them into the corridor, "Mum!" Rita cried out desperately.

"Doctor! Doctor!" Rose called to the unconscious Doctor, still slapping his cheeks.

"Oh, come on! Wake up!" Sophie urged as she continued to shake his shoulders, the sounds of the heavy-footed officers and the frantic members of the Connolly family travelling back to them as they headed down the stairs to the lower level of the house.

"Don't hurt her!" they heard Rita call desperately.

 ***O*O*O***

Eddie blocked the front door as he watched the police officers bundle the blanketed form of his faceless mother-in-law towards the car, determinedly preventing Rita and Tommy from following them outside, "Back inside, Rita," he ordered, forcing her back as his wife continued to try and get past him and out of the front door.

"She's my mother!" Rita cried.

"Back inside now, I said," Eddie ordered, not relenting in the slightest, despite his wife's heartbroken face and his sons glower as the police finally bundled the mindless woman into their car.

 ***O*O*O***

Rose looked up from the Doctor, still slapping at his cheeks in her bid to help wake him, her gaze going to Sophie who was still shaking his shoulders, "Perhaps you should kiss him," she suggested, pausing in her slaps as she did so.

Sophie met her gaze, blinking quizzically at the blond, pausing in shaking his shoulders for a moment, "Why?" she queried.

"Worked in Snow White," Rose muttered under her breath as she turned her gaze briefly back down to the still unconscious and unresponsive Doctor.

"I'm sorry, what?" Sophie blinked in confusion, wondering why the blond had spoken so low, making it impossible for her to properly catch the words.

"I said," Rose hesitated a brief moment as she looked back up at Sophie, who was still blinking at her, "Might shock him awake," she decided upon.

Sophie sank her teeth into her lower lip as she pondered over the logic of Rose's suggestion, even as she started to shake the Doctor's shoulders again, only for the Doctor to suddenly sit up and the two had to jerk back a bit before their heads collided.

"Ah, hell of a right hook," the Doctor muttered with a mild grimace and Rose pouted slightly at his timing despite being relieved that he was finally awake, whilst Sophie smiled in relief, "Have to watch out for that!" he swiftly got to his feet and belted out of the room, Sophie and Rose hurrying to follow him.

 ***O*O*O***

"Don't fight it, back inside!" Eddie shouted at his family still trying to push them back from the door as the Doctor dashed down the stairs towards them as the police car drove off.

"Sparks, Rose, come on!" the Doctor called urgently as he pushed past Mr. Connolly and hurried towards the moped.

"I'm here!" Sophie called to him as she too, all but shoved past Mr. Connolly herself and out of the house, her feet disliking the quick speed she was moving at in the low heels she was wearing, but she didn't slow.

A short distance behind her, as she hurried across the living room, Rose slowed and then paused completely as she noticed red buzzing tendrils of what appeared to be an electric sort of energy coming from the telly.

"Get back inside!" Eddie demanded again.

"But dad, they took her!" Tommy protested vehemently as he continued to struggle with his father to get outside to his gran.

"Go back inside, don't fight it…" Eddie urged as he continued to attempt to usher his wife and son away from the front door.

 ***O*O*O***

"Perhaps I should drive?!" Sophie suggested as she and the Doctor quickly approached the moped at a quick clip.

"Why?" the Doctor asked curiously even as he swung his leg over the back of the moped, hands reaching for his white helmet.

"Cos, I actually have my moped license," Sophie replied, earning a curious and mildly surprised look from the Doctor as she snatched up her own helmet off the seat of the moped, before she settled onto the back of the moped behind the Doctor, before she glanced about the dark street her brow scrunching as her gaze landed on the Connolly's that were still blocking the doorway, "Hold on… where's Rose?"

"Rose!" the Doctor shouted, jamming the white helmet on his head, "We're going to lose them again!" he yelled urgently as he fastened his helmet under his chin.

 ***O*O*O***

Rose glanced in the direction she could hear the Doctor and Sophie calling for her, torn between hurrying to catch up to them and watching the red energy. Her gaze was drawn back to the telly and the red energy coming from it as the tendrils started to recede and she stepped closer to the telly, her brow slightly furrowed as she eyed the energy.

"Dad, they took her!" Tommy shouted as his father still held him back, squirming in his arms, "That was Gran and they took her!"

Eddie held him fast, "Come on, back inside now."

 ***O*O*O***

Sophie stared at the front door, teeth nibbling on her lower lip as she frowned slightly, "What's taking her?" she muttered, "Rose!" she shouted again.

The Doctor shook his head turning his own gaze from the door and to the street where the car was quickly driving down almost out of sight now, "We can't wait any longer, Sparks," he stated as he revved the engine of the moped and Sophie nodded a bit reluctantly shooting a last look at the house that Rose had yet to come out of as she grasped his sides, just a moment before they shot off down the road after the black police car.

 ***O*O*O***

Rose fumbled with the telly, turning it around her eyes landing on the last of the dispersing red energy as it buzzed along the wires at the back of the telly along with a large label that read 'Magpie Electricals'.

"Anyway," Tommy said with a frown as he, his mother and father came back into the living room, "How did they find her? Who told them?"

Eddie opened his mouth about to give vague dismissive answer when he noticed one of the women who'd barged inside his house along with that Doctor bloke still in his house kneeling by the telly, "You!" he snarled angrily, and Rose jumped a bit as she got to her feet and spun round to face him, "Get the hell out of my house!" he demanded.

"I'm going, I'm done!" Rose replied stepping towards them, smiling at Tommy and Rita, "Nice to meet you Tommy, Mrs. Connolly," she said with all politeness, "And as for you, Mr. Connolly," she stated as she turned her gaze back to the man who was glowering at her, "Only an idiot hangs the Union Flag upside down," Eddie gaped in shock and offence, "Shame on you!" Rose scolded him, and couldn't help the cheery grin that was curving up her lips as Mr. Connolly continued to gape at her, his eyes bulging in affront and with that she ran past them and out of the house. She paused for a moment on the threshold and blinked at seeing the moped, along with Sophie and the Doctor gone and she sighed softly as she looked down at her pretty pink shoes, suddenly regretting them just a little, before she squared her shoulders and started off quickly down the street.

 ***O*O*O***

The black police car swerved around another bend and sped down the street and through the gates and the same wagon was being wheeled into place as the Doctor and Sophie careened around the bend and on down the street chasing after the police car, just as the last touches fell into place and the Doctor sped to a stop and Sophie and the Doctor blinked as the gates just finished closing and the exact same sweepers as earlier that day swept at the ground outside their wooden vegetable market wagon.

Sophie's mouth fell open slightly as an impressed sound escaped her, "Well, gee…" she murmured as she stared at the now completely concealed gate.

The Doctor nodded in agreement, "Oh, very good! Very good!" the Doctor said appreciatively to the men that were still sweeping out the front of their 'stall', grinning at them, before he kicked the moped back to life and took off.

He parked the scooter a short distance away and the two started off on foot, "So," the Doctor murmured glancing at her curiously as they turned a corner, moving along the side of the building, "Why a moped license?"

Sophie blinked and glanced over at him at the question, before she shrugged slightly, "It's cheaper to buy than a car," she murmured in explanation, "And a moped is more economical to keep on the road too," she gave him a small smile as she continued, "I was looking to buying one when the whole living plastic thing happened."

"Ah," the Doctor murmured in acknowledgment, nodding a bit as he returned her small smile with one of his own.

The two continued to walk along the side of the building until they reached a small side gate, "Bingo!" the Doctor exclaimed softly sharing a grin with Sophie as he tried the gate, only to find it locked. He peered a bit closer as he pulled his sonic screwdriver from his suit jacket pocket and Sophie glanced about the deepening night as he aimed it at the lock and with a quick buzzing whir, blue tip of the sonic flashing briefly, he unlocked it, before opening the gate and slipping inside, holding the door open for Sophie as she followed him into the rather dismally lit building. The two paused as they caught sight of two police officers as they stood, their backs to them as they padlocked the doors to a large cage, before they turned and walked away.

The Doctor and Sophie waited a moment just to be sure, before they started quietly towards the cage that the officers had just locked. They came up to the locked door and peered through the sturdy wired mesh of the caged off area to see more cages inside, the dark silhouettes of what had to be several dozen people inside them, hands pressed against the sturdy wired mesh of the walls of their cages.

Sophie shifted her shawl around her shoulders as she glanced about the dimly lit warehouse they'd broken into. Her brow scrunched and her eyes squinted against the dimness as she tried to pierce it to no avail as the Doctor cast his own gaze about briefly as he pointed his sonic at the lock, easily unlocking it, before he carefully took it off and handed off to Sophie with one hand as he carefully pushed the door open with the other.

Sophie closed her hand about the metal of the padlock as she followed the Doctor into the caged off area, moving slowly and carefully so that her low heels made minimal sound against the concrete floor as they approached one of the large cages, her eyes locked on the silhouetted forms that had yet to make a sound, their hands just clenching and unclenching in an almost rhythmic, reflexive motion.

The Doctor soniced the lock on the cage door and slowly pushed it open, staring intently at the quiet figures as he stepped inside, a hand reaching into his pocket for the flashlight that was rattling around in its depths somewhere. He pulled it out and switched it on, shining the torchlight over the peoples' faces revealing them all to be just smooth featureless sink and Sophie swallowed thickly at the sight, her eyes widening minutely as she swept her gaze over the many faceless people that had had been shoved into just this one cage. Her gloved hand tightened around the padlock in her grip as the people started to shuffle towards them, hands still clenching and unclenching. The Doctor shifted, stepping in front of her protectively as he gestured for her to start backing up. Sophie did so, hands reaching behind her for the cage door that they'd come in through, the Doctor moving with her, neither taking their eyes off the faceless people as they continued to shuffle towards them. Sophie's fingers had just brushed across the sturdy wired mesh of the cage when suddenly a bright light beamed on somewhere behind them.

They turned their heads, squinting heavily against the bright lights and through the mesh of the cage to see the two policemen that had locked the cage standing in front of the police car and another a bit further behind, the headlights beaming brightly.

"Stay where you are!" the one wearing a hat ordered.

' _Oh…! Bugger!'_ Sophie couldn't help but think with a bit of a guilty grimace as she eyed the burly looking officers, they were totally busted.

 ***O*O*O***

Sophie grimaced a bit as the officer that had her by her upper arm, over the material of the white shawl, shoved her into one of two chairs situated in front of a desk, before releasing her and moving away.

The Doctor who was shoved into the chair beside Sophie's, frowned as he glanced at her and saw her rubbing at her upper arm, he turned unhappy eyes to the officer that had escorted her into the quite frankly shabby office in the derelict building they'd been brought to. He didn't have to hurt her, she hadn't given him any trouble!

The Doctor turned his gaze to the Detective Inspector as he stood on the other side of the wooden desk, leaning his fists against it as he glowered at them menacingly.

"Start from the beginning," the Detective Inspector demanded sharply, "Tell me everything you know."

"Well…" the Doctor started his expression serious as he started at the man, frown still furrowing his brow, "For starters… I know you can't wrap your hand around your elbow and make your fingers meet."

Sophie, who'd been eyeing him curiously, blinked at that, before she groaned lowly as she rolled her eyes at him, _'Has to be trying to get shot,'_ she thought as she eyed him.

The Doctor blinked as Sophie's thought reached him and he shot her a look, _'Am not,'_ he projected back in response.

' _Could of fooled me,'_ Sophie replied just as the Detective Inspector pointed a threatening finger at the Doctor.

"Don't get clever with me," the Detective Inspector reprimanded, "You were both there today at Florizel Street, and now breaking into this establishment. Now, you're both connected to this. Make no mistake."

"Well, the thing is, Detective Inspector Bishop…" the Doctor began.

Bishop stiffened, shoulders tensing as he narrowed suspicious eyes on the other man, "How do you know my name?" he demanded.

Sophie blinked at him, "Your collar…" she murmured gesturing at it and Bishop lifted a hand fiddling with the collar of his shirt, still frowning, his thumb brushed over the hand stitched embroidery on the inside of the collar, and embarrassed look crossed his face as realization dawned and he lowered his hand from the collar and the stitching that spelt out his name.

"Bless your mum," the Doctor smirked in mild amusement, before he sobered again, his smirk falling away as he eyed Detective Inspector Bishop, "But, I can't help thinking, Detective Inspector, you're not exactly doing much detective inspecting. Are you?"

"I'm doing everything in my power," Bishop responded curtly and received sceptical looks from the two sitting across from him.

"All your doing is grabbing those faceless people and hiding them as fast as you can," the Doctor replied eyeing the Detective Inspector as he shifted a bit guilty and Sophie glanced over at the Doctor as he started to spin his chair from side to side in lazy movements, apparently completely relaxed now as he gazed at Bishop, his brows raised, "Don't tell me orders from above, hmm? Coronation day… the eyes of the world are on London Town… so any sort of problem just gets swept out of sight."

Sophie blew out a breath, grimacing mildly in dawning realization, "Can't have the nation looking weak," she muttered distastefully, her gloved fingers twisting together on her lap. All those people locked in cages, left in the dark because those in positions of power didn't want word getting out… not with the young Queen Elizabeth the Second about to be coronated.

"The nation has an image to maintain," Bishop replied shortly, slightly irritated that the man seemed to know so much about what was going on inside Scotland Yard.

"But doesn't it drive you mad? Doing nothing?" the Doctor asked incredulously, "Don't you wanna get out there and investigate?"

"Course I do," Bishop snapped before he sighed lowly, "But…" he sank down into a chair an air of dejected defeat about him, "With all the crowds expected, we haven't got the manpower. Even if we did… this is… beyond anything we've ever seen," he turned his gaze to the candid shots of those faceless people they'd stolen away from their families and locked away with a heavy sense of helplessness, "I just don't know anymore," he admitted, "Twenty years on the force…" he muttered. He hadn't ever seen anything that'd remotely prepare him for something like this before. Sophie's face softened and the Doctor leaned forward in his seat, listening intently as he stared at the man, "I don't even know where to start. We haven't the faintest clue what's going on," he admitted rather pained at the knowledge that he wasn't or more accurately didn't have a single clue how to help those poor sods.

"Well…" the Doctor began slowly, "That could change."

"How?" Bishop asked staring at him, hardly daring to hope that there was actually something that could be done for those people.

Sophie smiled at Bishop before glancing at the Doctor, "Well, he's clever," she stated factually and Bishop glanced over at her taking in the warm expression on her face as she stared at the man who called himself, Doctor, "Brilliant, really."

The Doctor smiled at her, warmth filling him, his expression fond as he stared at her for an extended moment, before he stood his attention returning to Bishop, the smile still tugging as he looked down at the man, "Start from the beginning," he ordered, "Tell me everything you know."

 ***O*O*O***

Another black police car pulled up into the warehouse that had been commandeered by the police. Two officers got out of the front seat and they walked around the car, opening the back door and together they pulled out a female figure in a pink voluminous skirt, black fishnet tights and pretty pink heels, blanket thrown over her head to obscure her face…

 ***O*O*O***

"We started finding them about a month ago," Bishop explained as he, the Doctor and Sophie stood examining a large map that was pegged up on a stand, dotted with pins that indicated a location that a faceless person had been found, "Persons left sans visage. Heads just… blank."

Sophie glanced at Bishop as the Doctor slipped his spectacles out of his jacket pocket and slipped them on, "How are you finding them?" she asked.

Bishop glanced over at her, hesitating a brief moment as he glanced over at the Doctor who nodded at him, before he glanced at a desk and spied a file, "Tipsters," Bishop replied, "Sometimes neighbours who'd seen something suspicious…" he grimaced shamefacedly, "Family members, looking for help."

Sophie nodded and let out a thoughtful hum, brow scrunching, as her gaze returned to the map whilst the Doctor picked up the file and started flipping through it, "Is there any sort of pattern?" he asked as he frowned at the files contents.

"Yes," Bishop replied, "Spreading out from the North of London. All over the City. Men, women, kids… grannies… the only real lead is there's been quite a large number in…"

"Florizel Street," the Doctor cut in as he looked up from the file he was quickly reading over.

The scrunch to Sophie's brow deepened as she eyed the map, the concentrated pins on Florizel Street, "Aerials…" she muttered lowly her expression pensive, "Five quid a telly…" she turned from the map, "Doctor!" she called urgently and he turned his attention to her, their eyes meeting just as a knock sounded on the door and everyone in the office turned to it as it creaked opened.

A policeman entered, "Found another one, sir," he reported as he opened the door wider and Sophie felt herself freeze as a figure in a flaring pink skirt and pink heeled shoes was led in a blanket over her head… not a sound escaping the figure… her eyes widened in horror, heart pounding in her chest as she stared.

"Oh, er, good man, Crabtree," Bishop replied as the Doctor swallowed heavily, the file that had still been in his hands dropping to the desk as he stared at the all too familiar figure, even if her face was still obscured by the blanket, "Here we are Doctor…"

"No, no…" Sophie muttered, pained, as she suddenly unfroze and started forward towards the figure, bells chiming heavily as she shook her head in denial. The Doctor moving after her swiftly, his eyes wide with concern and disbelief.

Bishop blinked after them, "Take a good look," he commented, "See what you can deduce…"

Sophie let out a strangled sound as the blanket was pulled off, revealing Rose's head… the skin of her face smoothed over featureless.

"Rose," the Doctor murmured horrified as he stared, coming to a stop beside Sophie in front of the mostly motionless blond, eyes locked on the smoothed over skin of her face.

Sophie swallowed heavily, blue eyes wide with her horror, "Oh… Rosie," she breathed softly, her voice pained.

"Do you know her?" Bishop asked them with surprise as he took in their reactions, their expressions pained as they stared at the woman who'd been brought in.

Sophie blinked, "Know her?" she repeated, hearing a faint buzzing in her ears as she continued to stare at the faceless Rose, "She's… she's uh…" she trailed as she swallowed heavily unable to think of the word she needed in that moment.

The Doctor placed a comforting hand on her shoulder, "She's…" he swallowed heavily, "Our friend," he supplied and Sophie reached up placing her hand over his as she nodded slowly in agreement, bells giving a small chime as she did so.

"They found her in the street, apparently," Crabtree informed Bishop and Sophie felt herself tense all over again those words ringing in her ears above the dull buzzing she was hearing, "Over at Master Square, abandoned."

"That's unusual, that's the first one out in the open," Bishop commented as the Doctor's jaw clenched in rising anger, "Heaven help us if something happens in public tomorrow for the big day, we'll have Torchwood on our back, make no mistake."

"They did what?" the Doctor cut in, his voice cold.

"I'm sorry?" Bishop asked with mild confusion, as he turned his attention from Crabtree to the Doctor.

Sophie swallowed heavily against the painful lump in her throat, that faint throbbing buzzing still in her ears, "Abandoned…" she muttered, voice strained with emotion, "In the streets, you said," she murmured, tearing her gaze from the faceless Rose to pin Bishop and Crabtree with a look.

"Yes… that's right," Bishop replied as Sophie looked away again, her gaze returning to her 'little sister'.

"She was just left…" the Doctor muttered with forced calm, an angry storm brewing behind his eyes, making them flinty.

"Over at Master Square," Bishop elaborated for them, in case they'd missed that bit of information too.

"In the street," the Doctor muttered quiet, but no less cold, whilst Sophie took in a deep shaky breath as she attempted to keep herself calm, the backs of her eyes pricking hotly, "They left her in the street. They took her face and just chucked her out and left her in the street. And as a result, that makes things… simple," Sophie pulled her gaze from Rose again to look at him, "Very, very simple," he finally pulled his gaze from his faceless companion, taking off his spectacles, "Do you know why?" he asked Bishop.

"No…" Bishop replied slowly, eyeing the Doctor warily.

"Because now, Detective Inspector Bishop," the Doctor replied, his voice low but filled with growing fury, "There is no power on this Earth that can stop me. Come on!" he yelled as he started for the door.

Sophie followed him, glancing at the faceless Rose as she past her, before she squared her shoulders, determination written all over her face as she hastened out of the door moving to catch up with the Doctor as he stalked down the corridor they had been escorted through earlier. Bishop catching up to them a brief moment later.

A couple of moments later the three burst out of the gates and onto the street, "The big day dawns…" Bishop observed, his gaze going to the sky and the sun that was slowly rising.

The Doctor didn't even spare him a glance as he immediately started moving down the street. Sophie moved after him, glancing at him as she came up beside him, "The Connolly's?" she murmured quietly.

The Doctor glanced over at her, before he nodded just a touch shortly, "Tommy knows something," he replied firmly.

Sophie nodded, bells chiming softly with the action, and they lapsed into silence as the three of them walked briskly along the street.

 ***O*O*O***

A small boy fiddled with the television in the Connolly's living room, that was crowded with friends and family, all of them eager to watch the Coronation of their Queen. A little girl spotting him doing it moved towards him and slapped his hand away, earning a wounded look from the boy that she promptly ignored.

Eddie pushed open the door and stepped inside, shutting it behind him with a click as Rita stepped into the front passage of the house from the kitchen a platter filled with sandwich slices in her hands. Eddie turned to her, his expression menacing as he loomed over her, "You've had your fun with your little Doctor…" he said threateningly as Rita swallowed nervously as she eyed him with fear, "But now you're left with me, Rita. So, you'll behave yourself," Rita gave a small timid nod, "And smile," Eddie demanded.

Rita did her best to fix a smile on her face, too scared to do anything else as she turned and followed her husband into their crowded living room.

"Here we go, everyone!" Eddie said cheerfully, a broad smile on his face as he squeezed into the crowded space, "Here we go! Grub's up, grub's up," he called as Rita offered the platter to their guests, "Tuck in, everyone, tuck in, take a sandwich," he urged as their guests moved to take one of the sandwiches. Eddie glanced at the telly to see the first footage of the Coronation on the screen, "Oh, here we go, here we go, it's started!" he called, "Take your places, sit down, sit down," he urged as he settled himself into his comfy chair.

"Rita, love!" Betty called as she sat herself down into her chair, "Just look at that tellybox then, eh?" she said as she stared at the telly impressed, "Innit marvellous? The pictures so clear!" she exclaimed.

"Here, Beth," Eddie said as he leaned towards her with a grin, "I says to Rita, I says 'You didn't need to get your hair done special, love! The Queen won't be able to see you!'" he and Betty shared a laugh at that.

Rita who'd perched herself on the arm of the sofa beside Tommy who was sitting next to Aunt Betty, glanced down at her lap unhappily, unamused by her husband's joke, before she looked up and plastered a polite smile on her face as Eddie and Betty continued to laugh. Tommy however, stared at his father affronted on his mother's behalf.

Betty turned her attention back to Rita as she calmed, "Where's your old mum, then?" she asked and Rita stilled, "She can't go missing it!"

"Sorry, um…" Rita glanced at Eddie, who gave her a warning look and she swallowed as she turned her gaze back to Betty, "Mum can't make it down."

"Ah, bless her," Betty replied, "Maybe we could pop up and see her later," she suggested.

"Maybe we could," Tommy said, turning in his seat to look at Aunty Betty who blinked at him a little surprised, "What do you think, dad?" he asked as he turned his gaze to his dad, giving him a rather pointed look as the older man glared at him, "Maybe Aunty Betty can go and see Gran later?"

Eddie glared at Tommy a brief moment longer, silently fuming at his son, before he turned his gaze to Betty as she turned to him and he smiled at her jovially, "Oh, he loves his gran, this one," he laughed, "Proper little mummy's boy all round!"

"Oh, you know what they say about them," Betty chortled out a short laugh, "Eddie, you want to beat that out of him."

Eddie laughed, "That's exactly what I'm gonna do," he agreed as he threw a threatening look at his son.

Rita shot her husband an alarmed look at that, it was a look that went largely ignored as the doorbell rang.

"I'll get it," Tommy said forestalling his mum as she went to get up, jumping to his feet himself and heading for the front door, leaving everyone else to watch the telly, glad for the excuse to put some distance between himself and his dad.

He crossed the front passaged and pulled open the door. His gaze immediately landing on the three that were standing outside of it.

"Tommy, talk to me," the Doctor said seriously, forcing himself to keep his voice calm as he stared at the teen.

Tommy gave a small nod and stepped out of the doorway, his gaze sweeping over the Doctor, Sophie and the officer that was with them as he quietly pulled the door shut behind him, wanting to help if he possibly could.

"I need to know exactly what happened inside your house," the Doctor stated firmly, eyes serious as he regarded the boy, needing answers now.

Their gazes snapped to the door as it was violently jerked open and Mr. Connolly stormed out, furious eyes locked on Tommy as he rounded on him, "What the blazes do you think you're doing?!" he snapped roughly.

"I wanna help, dad," Tommy replied, firmly meeting his dad's angry glare head on, determined to hold his ground this time.

"Please…" Sophie began pleadingly and the furious Mr. Connolly turned his infuriated gaze to her, his mouth opening to spit out something.

"Mr. Connolly…" the Doctor cut in warningly, before the man could, jaw clenching as he glared coldly at the man as Mr. Connolly rounded on him in turn.

"Shut your face, you. Whoever you are," Mr. Connolly spat loudly, spittle flying in his fury and Sophie frowned at him, "We can handle this ourselves," he glowered, before he turned back to his son, "Listen, you little twerp. You're hardly out of the bloomin' cradle, so I don't expect you to understand. But I've got a position to maintain," Mr. Connolly continued as the Doctor, Sophie and Bishop watched, "People round here respect me. It matters what people think!"

Tommy frowned at him, things clicking into place for him, "Is that why you did it, dad?" he asked stiffly, betrayal stinging through him.

"What do you mean?" Eddie asked taken aback by the question, "Did what?"

"You ratted on gran," Tommy accused, "How else would the police know where to look? Unless some coward told them…"

"How dare you!" Eddie cut in, enraged all over again as he glowered darkly at his son, "Do you think I fought in a war just so a mouthy little scum like you could call me a coward?!"

"You don't get it, do you?" Tommy asked, his voice trembling slightly as he shook his head at the man who'd helped raise him, "You fought against fascism, remember? People telling you how to live, who you could be friends with, who you could fall in love with, who could live and who had to die," Tommy levelled a glare at him as a muscle in Eddie's jaw ticked, "Don't you get it? You were fighting so that little twerps like me could do what we want. Say what we want. Now you've become just like them," he accused, "You've been informing on everyone, haven't you? Even gran. All to protect your precious reputation."

"Eddie… is that true?" Rita asked horrified as she appeared in the doorway, having been drawn by the raised voices of her husband and son.

"I did it for us, Rita!" Mr. Connolly said defensively, "She was filthy!" he spat and Sophie flinched and swallowed heavily eyes darting back to Rita who was hovering in the doorway to her home staring at her husband with wide wounded eyes, "A filthy, disgusting thing!"

Rita stared at him, her eyes wide with shock now, "She's my mother," Rita murmured, her voice quiet with her dismay at Eddie's betrayal, "All those others you informed on, all the people in our street, our friends."

"I had to…" Eddie protested, his lips quivered slightly, "I did the right thing…!" he said with increasing defiance.

Rita eyed him, "The right thing for us… or for you, Eddie?" she asked, before turning to her son, before he could formulate a reply not interested in hearing it, "You go, Tommy. You go with the Doctor and Sophie, do some good. Get away from this house, it's poison," she let out a chocked sob as her gaze slid back to her husband, "We had a ruddy monster under this roof, all right, but it weren't my mother!" she cried, close to tears as she swung the door shut, slamming it in her husband's face, flicking the lock into place with a click.

"Rita!" Eddie yelled desperately at the door, disbelief colouring his tone as he stared at the unyielding wood of his front door.

"Tommy?" the Doctor called, gesturing for him to come join them as Tommy turned his gaze from his dad to look at him. Barely a moment later, Eddie was left standing alone out the front of his house as he stared at the locked door to his home as the Doctor, Sophie, Tommy and Bishop headed off down the street.

 ***O*O*O***

"What was all that, then?" Betty asked as Rita stepped back into the crowded living room.

"That was…" Rita murmured, trailing slightly as she took steading as she sat down beside Betty on the sofa, "That was the sound of something ending. And about time too," she stated managing a small smile for the other woman, "Everyone alright?" she asked and cast her gaze about the room as her guests all nodded, "Smashing. Nothing's going to spoil our big day, is it?"

 ***O*O*O***

"Tommy, tell me about that night," the Doctor urged as they walked swiftly down the Florizel street, moving past people as they bustled about setting up large trestle tables in preparation for the street party, "The night she changed."

Tommy shrugged a bit helplessly, "She was just watching the telly."

The Doctor and Sophie looked up, their gazes going to all the aerials on the rooftops, "Rose said it," the Doctor murmured, "She guessed it straight away," he muttered as he glanced about the street from rooftop to rooftop each with an aerial, "All these aerials in one little street. How come…?" he trailed, eyes widening as he turned to Sophie, "Sparks!" he exclaimed drawing her gaze from the rooftops, "Five quid a telly!" he recalled her murmuring in the office just before she'd tried to tell him something, "You said it earlier! Five quid a telly!"

Sophie nodded, bells chiming, "That bloke we met, Magpie. That's what he's selling them for," she explained.

Tommy nodded his agreement, "It's why we had a new telly. 'Cos, he's selling them so cheap," he murmured.

"Is he, now?" Bishop muttered with a contemplative frown, his eyes narrowing suspiciously.

Tommy nodded again, "He's just up the road," he said gesturing in the shops general direction, he'd barely finished speaking before the Doctor was off and running, Sophie right behind him.

"Come on!" the Doctor shouted back over his shoulder at Tommy and Bishop, his hand finding Sophie's as they ran.

 ***O*O*O***

They reached Magpie's shop and the Doctor released Sophie's hand as he tried the knob of the door and scowled darkly at finding it locked. He smashed the glass in a swift violent movement, that had Sophie staring at him, rather startled at the action, having thought he'd use his sonic screwdriver like always.

"Here, you can't do that… Bishop started to protest as the Doctor reached in through the broken window unlocking it, ignoring him completely as he swung the door open and marched inside. Sophie and Tommy swiftly followed him in and Bishop grumbled under his breath as he too followed the civilians inside the shop.

"Shop?!" the Doctor yelled angrily as he marched to the counter and started pressing the bell on it repeatedly with frustrated angry impatience, drawing Sophie's gaze from the tellies on display and the strange signal on them, "If you're here, come out and talk to me!" the Doctor shouted, his voice booming throughout the shop, "Magpie!"

Sophie bit her lower lip as she took a deep steadying breath against her own anger, her own concern and fear for Rose, her 'little sister' as no answer came in response to the Doctor's shouts. She swept her gaze over the many tellies stacked about the shop, before she moved around the counter starting to poke around, looking for something, anything that'd give them a clue as to what was going on with the tellies. Her heart heavy in her chest as she pulled open one of the drawers and started riffling through it.

"Maybe he's out," Tommy suggested.

"Looks like it…" the Doctor agreed lowly, his throat tight as he moved about the counter to join Sophie in rifling through the drawers of the counter, pulling one open as Sophie closed the one she'd been searching through to pull open another, her eyes almost immediately landing on something strange.

"Doctor!" she called urgently, immediately drawing the Doctor's attention from the papers he'd found in the drawer, as she pulled out a device that if she had to guess was some kind of cross between a portable radio and a telly, "Have a look at this!" she urged as she turned to him, device in hand.

"Oh hello…" the Doctor murmured as he accepted the portable device from Sophie, holding it up as he examined it, "This isn't right. This is very much not right," he murmured seriously, before he licked it and Sophie grimaced slightly, her nose crinkling in disgust as she eyed him, honestly… it was so gross when he did that.

"Tastes like iron. Bakelite," the Doctor observed as he placed it down on the countertop, leaning against it as he stared down at it, "Put together with human hands, yes, but the design itself…" he trailed as he pulled out his sonic screwdriver and scanned it over the portable device, "Oh, beautiful work. That's so simple."

"That's incredible," Bishop exclaimed as he stared at the device, "It's like a television, but portable," he looked up at the Doctor who was staring at his sonic screwdriver, "A portable television!"

The Doctor raised his sonic, pointing it around the room and Sophie blinked staring at the tellies that were mounted on display as the strange signal on them flickered briefly before turning fuzzy, dissolving into static, "It's not the only power source in this room…" the Doctor told them as he flicked a switch on the sonic before pressing a button, the blue tip lighting up.

As the sonic screwdriver whirred they looked at the tellies as the static snow gradually faded away from the many screens, revealing faces, a face on each telly… everyone one looking terrified, mouthing pleas for help. The Doctor stared at them with a furrowed brow, his gaze going from face to face, searching… beside him Sophie doing much the same, the both of them looking the familiar face of their blond friend.

"Gran?" Tommy called horrified as he spotted his gran's face on one of the tellies.

"Rosie!" Sophie breathed as her gaze finally landed on the face of her 'little sister', moving closer to the telly as the Doctor jerked around at the sound, his own gaze finally landing on Rose as she stared out at them.

He stepped closer, kneeling beside Sophie in front of the screen as Rose silently called 'Doctor! Sophie!' over and over again.

"What could do this…?" Sophie muttered softly, her voice strained as she stared sadly at Rose, who was still mouthing their names at them.

"We'll find out, Sparks," the Doctor promised her and Sophie pulled her gaze from the telly to glance at him, their eyes meeting. The bells in her ears chimed softly as she nodded, lips quirking up ever-so-slightly. The Doctor pulled his gaze from Sophie to stare at Rose's face again, "We're on our way," he promised her.

"What do you think you're doing?!" Magpie exclaimed in shock and panicked alarm as he came in from the back of the shop, brought up short as he stared at the people in his shop.

"Sparks and I want our friend restored," the Doctor thundered, his expression dark as he stalked towards the man, "And I think that's beyond a little backstreet electrician," he spat glowering at Magpie, who flinched in the face of the Doctor anger, "So tell me, who's really in charge here?!" he demanded furiously.

A telly flickered on and Magpie flinched again at the sight of the dark-haired woman as she filled the screen, "Yoo-hoo!" she called jovially, "I think that must be me," she continued as they all turned to face her with varying degrees of surprise, "Ooh, this one's smart as smart as paint," she cooed at the Doctor as they approached.

Bishop swallowed, eyeing the screen, "Is she talking to us?"

"I'd say so…" Sophie muttered in reply as she too eyed the image of the woman on the telly that was smiling at them cheerily.

"Sorry, gentlemen, miss, I'm…" Magpie swallowed fearfully, "I'm afraid you've brought this on yourselves. May I introduce you to my new… friend."

"Jolly nice to meet you," the woman simpered happily at them as she gave them a cheery wave and a grin.

"Oh my God, it's her, that woman off the telly," Bishop exclaimed, his eyes wide with shock and disquiet as he stared at the woman that was talking to them from inside the telly.

"No, it's just using her image," the Doctor replied with a shake of his head as he eyed the being in the telly.

"So, she… it," Sophie corrected herself, her brow scrunched slightly in thought, "Doesn't have a face of its own," Sophie muttered and the image of the dark-haired woman the alien was using focused on her.

"Ooh, another clever clog," the woman cooed at her, all cheery amusement that could have almost been mocking in its tenure.

"What…" Tommy began as he stared uneasily at the woman, swallowing heavily, "What are you?" he asked.

"I'm the Wire," she replied with another cheery smile as she looked at the teen, "And I will gobble you up, pretty boy. Every last morsel. And when I have feasted, I shall regain the corporeal body, which my fellow-kind denied me," and Sophie blinked as the image of the woman turned her face away from them, the black and white pixels gradually colourizing before their eyes.

"Good Lord," Bishop breathed wide-eyed, "Colour television!" he exclaimed and Sophie wasn't sure if he was more amazed at the sight or afraid.

"So, your own people tried to stop you?" the Doctor asked as he frowned heavily at the Wire, glowering at the turned away face it was using.

The Wire turned to look at them, "They executed me," she stated simply, before she smirked smugly, "But I escaped in this form and fled across the stars."

"And now you're trapped in the television," the Doctor replied mockingly.

The smirk faded from the lips the Wire was using and the pixels of the telly faded back into black and white as it sneered at them instead, "Not for much longer."

"Is this what got my gran?" Tommy asked as he glanced away from the screen to look at the Doctor, his brow furrowed.

"Yes, Tommy," he replied with a nod, "It feeds off the electrical activity of the brain," he explained his eyes hardening into another glare as he continued to stare at the Wire, "but it gorges itself like a great overfed pig. Taking people's faces, their essences, it stuffs itself."

"And you let her do it, Magpie," Bishop accused as he turned to the man.

"I had to!" Magpie cried defensively, "She allowed me my face! She promised to release me at the time manifestation."

Sophie stared at him incredulously, "Uh-huh," she murmured sarcasm lacing her tone, "And an escaped intergalactic criminal would never ever tell a lie," she huffed, bells chiming as she shook her head, _'Un-bleedin-believable!'_

"Time of manifestation? What does that mean?" Tommy asked looking at the others.

"The appointed time," the Wire hinted and the eyes in the room turned back to it, "My crowning glory."

Bishop paled as understanding dawned, "Doctor, the Coronation!" he exclaimed, horrified.

"Oh, bugger…" Sophie breathed wide-eyed as the implications sunk in whilst the Wire smirked smugly at them all, completely confident in its plans.

The Doctor nodded grimly, "For the first time in history, millions gathered around a television set," he moved closer to telly the Wire was trapped in, "But you're not strong enough yet, are you?" he mocked her as the Wire's smirk faded again as it stared at him in annoyance now, "You can't do it all from here. That's why you need this," the Doctor said as he held up the portable telly, "You need something more powerful! This will turn a big transmitter into a big receiver."

"What a clever thing you are!" the Wire cooed mockingly as it tilted the image of its head at him, "But why fret about it? Why not just relax? Kick off your shoes and enjoy the Coronation. Believe me," it smiled at them cheerily again, "You'll be glued to the screen."

Tendrils of red electric energy shot out of the telly towards the Doctor, Sophie, Bishop and Tommy, the energy pulling at their faces… and Sophie let out a low sound that was a cross between a groan and a whimper at the awful tugging sensation that was trying to forcefully draw her out… draw her out from behind the mental shields. Shields that were standing stoutly against the onslaught and she gritted her teeth as she dug her mental heels in, doing her best to resist the insistent tugging that had her mind slipping forward closer to her shields… _'No… I won't!'_ she thought desperately, her jaw clenching as she gritted her teeth.

"Doctor!" Bishop cried out in pained desperation.

"Hungry! Hungry!" the Wire groaned, "The Wire is hungry!" the red tendrils of electric energy focused more intently on the Doctor, "Ah, this one is tasty. Oh, I'll have lashings of him! Delicious! Ah!"

Sophie let out another low whimpering sound as she felt a strong lance of pain and heard a mental snick, before a louder snap and she was being tugged forward faster, "No!" she gasped, the edges of her mind beginning to darken terrifyingly and she tried to mentally dig her heels in deeper, not wanting to go, but it didn't seem to do anything as she continued to slip forward faster and faster, _'No, I don't wanna go!'_ she thought with desperation, the darkness deepening around her and she was tugged forward faster.

The Doctor's arm twitched as he moved it with a great effort, reaching into his pocket and pulled it out, his fingers moving over it as he began to raise it.

"Armed!" the Wire gasped, "He's armed and clever!" it cried, "Withdraw! Withdraw!" and the red tendrils of electric energy retracted and the four crumpled to the floor unconscious, "The box, Magpie! The box!"

Magpie ran forward, palms sweating profusely as he snatched the portable telly up off the floor where the Doctor had dropped it and turned, holding it up as he did his best not to look at the crumpled forms on his shop floor.

"Hold tight…" the Wire ordered, before it conducted itself from the telly into the portable one via a beam of red electric energy, "Conduct me to my victory, Magpie," it ordered as the image of the woman it was using appeared on the screen of the portable telly.

Magpie ran out of his shop and over to his van and scrambled inside of it. He placed the portable telly behind the steering wheel, before he took off down the road, "Hungry! Hungry! Feed me!" the Wire groaned at him.

 ***O*O*O***

The Doctor woke up with a low groan and he shifted on the floor he was lying on, his gaze landing on Bishop, the skin of his face smoothed over and featureless. He turned his head, his hearts hammering, freezing in his chest before plummeting sharply as his gaze landed on Sophie to see her face smoothed over and featureless too, her hands clenching and unclenching, "Sparks…!" he breathed with horror. He swallowed heavily as he tore his gaze from her to scan over the tellies desperately, until he found her.

Her terrified face staring out at him as she mouthed words at him, mouthed them over and over. His hearts clenched painfully in his chest as he read her lips, 'No, I don't wanna go! No, I don't wanna go!' "Sparks…" he breathed, pained, fury scorching through him, "I'll save you," he promised her firmly, before he turned to Tommy, the teens face still intact and his jaw clenched as he reached for him, "Tommy, wake up!" he called, his voice rough and gave the boy a bit of a shove, "Tommy! Come on!"

"What happened?" Tommy groaned, a hand going to his head as he sat up, a horrified sound escaping him as he looked down and caught sight of the faceless forms of Sophie and the Detective Inspector.

"Where's Magpie?" the Doctor all but growled, helping Tommy to his feet as he glanced about the shop again, his gaze landing on the telly that had housed the Wire and upon seeing it empty he tore out of the shop, Tommy right behind him, only to see that the van that had been parked outside when they'd entered was gone, Magpie and the Wire with it.

"We don't even know where to start looking," Tommy exclaimed dejectedly as he glanced about the street, "It's too late."

The Doctor gritted his teeth, fighting down the urge to snap at the boy, "It's never too late, as a wise person once said, Kylie, I think…" he trailed, swallowing heavily as his mind raced… he needed to save his Sparks and Rose… his brilliant companions who always knew just what to say. Spotted things he didn't… his hands clenched at his sides, his jaw clenching and they were trapped, locked away… he took a breath, he needed too… he needed to think! "But the Wires got a big plan…" he muttered as he turned, "So it'll need… yes, yes, yes, it's got to harvest half the population… millions and millions of people… and where are we?" he asked abruptly as he turned back to Tommy who blinked at him a bit at the question.

"Muswell Hill," Tommy supplied.

"Muswell Hill. Muswell Hill! Which means…" the Doctor muttered thoughtfully as he turned again looking around, searching as his mind raced, until his gaze landed on a large building on the horizon and he gestured at it with both hands, "Alexandra Palace, biggest TV transmitter in North London!" he exclaimed, "Ohh! That's why it chose this place! Tommy?" he called as he dashed back towards the shop.

"What are you going to do?" Tommy asked staring at him with confusion, even as he started after him.

"We're going shopping," the Doctor replied as he disappeared inside the shop, not bothering to look back to see if the boy followed.

 ***O*O*O***

Magpie swallowed heavily, his heart heavy in his chest, his hands tight about the steering wheel of his van as the Wire chuckled malevolently.

 ***O*O*O***

The Doctor moved swiftly about the back of the shop, gathering the equipment he needed, trying his hardest to focus on what he was doing and not on Sophie's faceless body that was sitting or standing somewhere in the front of the shop, hands clenching and unclenching, nor her terrified face on the telly as she mouthed those words over and over again. 'No, I don't wanna go!' his hands trembled slightly as he grabbed another electronic piece of equipment he needed.

A short distance away Tommy was doing the same, shifting through the pieces of equipment, searching for one that fit the description the Doctor had given him, he shoved another bit out of his way and his eyes lighted on a small bulb-like piece and he snatched it up and turned and hurried over to the Doctor holding it up, "Is this what you want?" he called.

The Doctor looked up and nodded, "Perfect!" he exclaimed scooping up the small pile of equipment they'd gathered, "Right, I need one more thing…" he murmured as he handed the pile off to Tommy before he darted off in search of it.

 ***O*O*O***

Magpie continued to drive the van, trying to block out the sound of the Wire as it groaned and moaned and laughed intermittently, wondering how he was going to bring himself to do it… to do what the Wire wanted… if he even could…

 ***O*O*O***

"Got it, let's go," the Doctor exclaimed as he and Tommy ran out onto the streets, both loaded with the equipment they'd gathered.

 ***O*O*O***

Magpie stopped his van and jumped out of the van, before he snatched up the portable telly from behind the steering wheel and hurried up a flight of metal stairs heading for the transmitter.

 ***O*O*O***

The Doctor and Tommy ran down another street headed for the Palace, the teen loaded down with most of the equipment as the Doctor fiddled with a few pieces, rapidly putting them together, his hearts pounding in furious desperation, unable to help but feel that he and Tommy where moving too slow.

 ***O*O*O***

Magpie climbed up the transmitter, sweating profusely with the effort. He paused in his climb up as his will wavered, and he looked down at the Wire in the portable telly that it had forced him to make in part of the exchange for his life, "I can't do this!" he pleaded with it, "Please… please don't make me!" he begged.

"The time is at hand," the Wire shouted at Magpie, "Feed me! Feed me!" it demanded and Magpie swallowed heavily as he forced himself to start climbing up again.

 ***O*O*O***

The Doctor and Tommy raced towards the Palace as fast as they could, finally nearing the bottom of the tower.

"There!" Tommy shouted drawing the Doctor's gaze as he pointed a finger towards the pylon, where Magpie was climbing the pylon.

"Come on!" the Doctor shouted urgently as they hurried on, running past an official guard, who upon seeing them immediately tried to stop them.

"Woah! Woah! Woah!" he shouted and the Doctor immediately started reaching into his pocket impatience burning through him, "Where do you think…" the guard trailed as the Doctor held up his small black wallet, flashing the psychic paper at him, "Oh!" the guard exclaimed, "I'm sorry, sir," he apologised as the Doctor started off again, "Shouldn't you be at the Coronation?"

"They're saving me a seat!" the Doctor called back over his shoulder and the guard blinked after the two in confusion but nodded none the less as they swiftly disappeared around a corner.

"Who did he think you were?" Tommy asked him as they ran on.

The Doctor glanced down at the psychic paper he was still clutching in his hand, "King of Belgium, apparently."

 ***O*O*O***

The Doctor dashed about the control room of the Palace gathering the equipment he needed, before he dashed over to where he'd set Tommy up in front of a video machine and television set, "Keep this switched on," he ordered the teen as he snatched up a coil of copper wire, "Don't let anyone stop you, Tommy. Everything depends on it. You understand?"

Tommy nodded and the Doctor turned from him, dashing out of the control room. He rounded the corner again, a trail of magnetic recording tape behind him from a reel around his waist. He dashed past the same official guard and started up the stairs and started up the pylon of the transmitter.

The guard stared at him, rather confused and worried, "You'll get yourself killed up there!" he hollered, "Your Majesty!" he shouted only to be ignored as the Doctor continued to climb as fast as he could.

 ***O*O*O***

Magpie finally stopped climbing the pylon as he reached the main plugs, "Feed me!" the Wire demanded. Magpie swallowed, but did as commanded as he pulled his little portable telly into the main current and the Wire laughed triumphantly. Red electric energy filled the little screen then streamed out from the top of the mast to all the nearby aerials. The sparking red electric energy spread further and further extending across the country and the people inside, who's eyes were glued to their telly's as they watched the Coronation got caught in it, the energy latching on to them and started to pull them in…

"Oh!" the Wire moaned hungrily, "Feast! Feast…ing! The Wire… is feasting," she crooned as the Doctor reached the top of the pylon.

Magpie turned to look at him, "It's too late!" he cried as the sound of terrified people screaming reached them, "It's too late for all of us!"

The Wire pulsed with red electric energy, "I shall consume you… Doctor," It blasted the energy at the Doctor and Magpie whimpered as he winced in pain.

The Doctor cried out in pain as it hit him, turning away from it for a moment as the energy lashed at him, before he set his jaw and turned back, his Sparks, Rose… they were counting on him to save them. He turned back his face set with determination as he glared at them, "I won't let you do this, Magpie!"

Magpie groaned in pain, "Help me, Doctor!" he pleaded, "It burns!" he cried as the Doctor looked on his brow furrowed and jaw clenched, "It took my face, my soul!"

"You cannot stop the Wire," it boasted gleefully, "Soon I shall become manifest," it declared, before it blasted another wave of energy at the Doctor, determined to consume him this time.

The Doctor gritted his teeth against it, wincing as it lashed at him.

"No more of this!" Magpie shouted in agony as he turned to the Wire, pleading with it, "You promised me peace!"

"And peace you shall have," the Wire promised ominously, before shooting a bolt of red electric energy at him, laughing as Magpie let out an agonized scream as he was blown to a thousand tiny atomized pieces.

The Doctor frowned and reached for the portable telly only to get zapped by red sparks that came flying off it in retaliation, "Been burning the candle at both ends? You've overextended yourself missus. You shouldn't have a had a crack at poor old Magpie there," he reached for the portable telly again, picking it up this time just as a bolt of red electric energy zapped at his foot, "Rubber soles!" he declared with a smirk, "I swear by them!" he inserted a switch into the portable telly…

Downstairs in the control room, Tommy flinched and jumped back a bit as the machine sparked and broke…

"Oh dear!" the Wire laughed, "Has our little plan gone horribly wrong, Doctor?" she crooned, still laughing mirthfully as the Doctor stared in horror, hearts pounding, blood rushing in his ears, no… no! This couldn't be happening! _'Sparks…! Rose…!'_

Downstairs, Tommy snatched up a replacement bulb and hurried back over to the machine and plugged it into the machine and switched it back on with batted breath watching as it started up again…

The Doctor watched, horror fading as the red electric energy beams retreated from the pylons and right back into the portable telly.

"No!" the Wire wailed as it shrieked and writhed in agony and downstairs in the control room Tommy grinned as he realized that it was working.

"It's closed down, I'm afraid," he shouted, staring darkly at the agonized being that had done harm to his companions… had almost stolen them from him, "And no epilogue."

The Wire gave a last piercing shriek before the portable telly switched off and the Doctor stared down at it a moment, a smile beginning to pull at his lips, before he turned and started back down the pylon.

 ***O*O*O***

Sophie let out a groan, gloved hands coming up to touch her face and she grimaced, "Oooh, that was not pleasant!" her head was throbbing something shocking.

"What?!" she heard Bishop call as she looked over to see him staring about alarmed and bewildered, "What the in the devil happened?!"

Sophie smiled lowering her hands from her face, "The Doctor did it!" she cheered brightly, her smile widening further as she took in all the telly's in the shop their screens free of faces now, "Rosie!" she breathed with excitement, before she turned and dashed out of the shop and out onto the streets moving as fast as she possibly could in the blue heels.

 ***O*O*O***

The Doctor stepped back into the control room, the National Anthem playing as the Coronation proceeded, Tommy watching it off one of the screens, "What have I missed?" the Doctor asked as he moved towards the machine he'd assembled.

"Doctor!" Tommy exclaimed as he spun around to face the older man, "What happened?"

"Sorted," the Doctor beamed a grin at the teen, "Electrical creature, TV technology, clever alien life form. That's me by the way. I turned the receiver into a transmitter and I trapped the Wire in here," he jabbed at a button, popping open the machine he'd made and pulled the home video from it, "I just invented the home video thirty years early. Betamax," he murmured with bemusement, grinning widely. Sophie would get a kick out of that when he told her… she'd probably say something a bit cheeky. He looked up, his gaze landing on the screen as the young Queen Elizabeth the Second waved at the gathered crowds from the balcony of Buckingham Palace, "Oh look! God save the Queen, eh?"

 ***O*O*O***

Rose paused in her walk as she heard the sound of heels and the telling sound of bells chiming and she turned grinning, "Soph!"

"Rosie!" the brunette shouted back as she dashed past other people that were milling about making their way home, the blond starting towards her, picking up speed, throwing her arms around the blond, hugging her tightly.

Rose returned it just as tightly, and a couple moments later the two were walking on down the street, their arms linked, chatting away as Sophie told Rose what little she knew about what had happened before she'd lost her face.

 ***O*O*O***

The Doctor and Tommy walked at a quick clip down Florizel Street, their eyes scanning the crowds of people that were milling about, as families reunited with their loved ones that they had feared lost to them forever.

"Gran!" Tommy shouted joyfully as he spotted her in amongst the others.

"Look, it's my grandson!" his gran called back moving towards him, "Oh, son!" she cried with delight as Tommy ran to her, hugging her tightly.

The Doctor continued to scan the crowds a bit impatiently now, turning a bit, his breath caught as he spotted Sophie, Rose beside her, eyes meeting. He grinned and Sophie and Rose grinned back, his pace quickened.

Rose blinked seeing what was about to happen she swiftly unlinked her arm with Sophie's a merry laugh escaping her as the Doctor swept Sophie up into a tight hug spinning her around, the bells in Sophie's ears chiming merrily, before setting her back down.

Sophie smiled hugging him back just as tightly even as the spinning made her throbbing head throb a bit harder. His consciousness brushing hers in a joyfully 'hello' that Sophie returned, a slight grimace crossing her face as her head continued to pound as she pulled away from him as the Doctor turned to give Rose a hug.

The Doctor hugged Rose tightly, the blond throwing her arms about him in return. His grin faded slightly and his brow furrowed with mild concern as his consciousness that was still brushing along Sophie's felt a fissuring crack in her mental shields. He turned his eyes to her releasing Rose as he reached a hand towards her temple, "Sparks, there's a crack," he murmured.

Sophie grimaced again slightly, "I suppose that explains the headache beating along my temples…" she muttered and that mental snap-like crack she'd heard when the Wire had been pulling her out of herself.

"I'll fix it," the Doctor promised.

Sophie nodded, bells chiming softly, as their eyes met. Her stomach did that odd summersault and her heart did an odd beat, before it beat a bit faster at the strange intense look in his eyes and her brow scrunched in confusion again at the reaction as that weird tension built as she stared back at him.

The Doctor smiled fondly at her, before he shook his head and his smile widened to a beaming grin as he reached out and pulled both Sophie and Rose into a tight hug, the girls returning it just as tightly with wide smiles of their own, even as Rose rolled her eyes a bit at the cluelessness of her 'big sister' and the stubbornness of the Time Lord.

 ***O*O*O***

"We could go down to the mall," Rose suggested as the three of them walked down the street, the party in full swing, "Join in with the crowds."

Sophie scrunched her nose at the blond, their arms linked as they strolled, "Nah, too crowded," she smiled as she looked around at the people celebrating, eating, drinking, talking, laughing, dancing to the 50's music that was playing through the street, "And this is nice," she murmured.

"Besides," the Doctor spoke up as he swallowed down a bite of the small slice of Victoria sponge cake he was eating, "That's just pomp and circumstance," he nodded at the celebrating people, "This is history right here."

"The domestic approach," Rose teased with amusement and Sophie shrugged a bit at her as she smiled.

The Doctor nodded, beaming an amused grin, "Exactly!" he agreed with a bit of a laugh.

Rose's smile faded slightly, "Will it…" she hesitated, "That thing… is it trapped for good, on video?" she asked.

Sophie turned curious eyes to the Doctor too as he gave a low thoughtful hum, "Hope so," he replied.

Sophie arched a brow as she eyed him, "Only hope so?" she questioned.

"Well," the Doctor shot her a smile, "Just to be one the safe side though, I'll use my unrivalled knowledge of trans temporal extirpation methods to neutralize the residual electronic pattern?"

Sophie blinked at him as her brow scrunched a bit in confusion, "Eh?"

Rose stared at him with equal confusion, "You what?"

"I'm going to tape over it," the Doctor explained and Sophie huffed out an amused breath as she shared an amused look and smile with Rose who rolled her eyes a bit at the Time Lord's need to be all impressive.

"Just leave it to me," Rose said with a laugh as she turned her gaze back to the Doctor, "I'm always doing that."

"Tell you what, Tommy," the Doctor said as they came to a stop by the teen, "You can have the scooter. Little present. Best… um… keep it in the garage for a few years though, eh?"

Tommy nodded, smiling with delight at the unexpected gift… it was a smile that faded however as his gaze was drawn to his house as the front door open and Eddie Connolly stepped out onto the street in his overcoat and a battered old suitcase in hand. He scowled at him, "Good riddance," he grumbled bitterly as his mum and gran hugged in the doorway as his dad walked away, lugging his suitcase.

"Is that it, then, Tommy?" the Doctor asked as he looked away from Mr. Connolly to gaze at the teen, "New Monarch, new age, new world. No room for a man like Eddie Connolly."

"That's right," Tommy replied, his voice quivering slightly as he watched his father as he walked slowly towards his car, "He deserves it."

"Tommy, go after him," Rose murmured gently as she nudged his shoulder.

"What for?" Tommy asked turning to look at her with a bit of a frown, conflicted.

"Cos he's your dad," Sophie murmured with a small shrug offering him a small smile as Tommy turned his gaze to her, "You only get one of those, ya know," she murmured lightly.

"He's an idiot," Tommy muttered his frown deepening, conflict growing as he glanced back at his father… his father who'd disappointed him so much.

"Of course he is," Rose agreed and Sophie nodded, "Like Soph said, he's your dad. But you're clever. Clever enough to save the world, so don't stop there. Go on."

Sophie gave him an encouraging nod as he continued to hesitate, "Go on," she repeated and Tommy gave them a small nod, before he turned and hurried over to his dad.

The three watched as Tommy silently took his father's suitcase from him, visibly startling the man, before he followed his son towards his car, allowing him to carry it, his head bowed slightly in shame as he walked.

The Doctor turned to the table and picked up a couple of glasses of orange juice, before turning back and handing them to the girls, before grabbing one for himself and the three drank a celebratory toast.

Sophie turned her gaze back to Tommy as he hefted his dad's suitcase into the boot of the car, his dad hovering with an awkward and ashamed air behind him. Her expression thoughtful as she looked at him curiously unable to help but wonder again like she had when she'd heard that his name was Tommy Connolly.

"What is it, Sparks?" the Doctor asked curiously, drawing Sophie's attention from the scene that was playing out.

"Hm, oh…" Sophie murmured, "Tommy Connolly was the name of Jane Connolly's dad," she replied glancing back over at Tommy with curious eyes.

Rose blinked, "One of the women who found you?"

Sophie glanced at her with a bit of a smile, "Yep. So, I was just kind of wondering if that was him… I mean it might not be. I'm sure that there's other Tommy Connolly's running about, but…" she trailed blinking, "Now that I think about it," she murmured with a thoughtful frown, "Jane did say her dad was fond of telling this crazy story about the monster in the telly," she mused.

Rose blinked and stared at Tommy Connolly with slightly wide new eyes, "Wow…" she breathed with surprise, "Sounds like the same Tommy to me."

"Yep," the Doctor agreed with a grin and Sophie nodded, before she smiled at her friends as they started walking again, leaving Tommy and his dad as the two chatted with stilted awkwardness by the driver's side door of the car.


	12. Chapter 11 The Impossible Planet

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** A big thank you to everyone who followed/favourited and reviewed last chapter and thank you to **Saberbladeprime** and **Maethoriel Artemis** for helping out with this chapter.

 **CHAPTER 11**

 **The Impossible Planet**

Sophie sat on a stool in the Tardis kitchen, elbows resting on the island bench, her left hand fisted, knuckles curved against her cheekbone propping her head up. Her right was holding a teaspoon, idly stirring it around her rapidly cooling coffee as she stared at it, but not really seeing it, barely hearing the Tardis as the sentient ship hummed softly around her.

"That's a broody frown."

Sophie blinked, eyes snapping into focus as she looked up, eyes landing on the Doctor as he walked over to the coffee pot and pulled down a mug, "Huh?"

"That frown," the Doctor repeated as he wandered over to her steaming mug in hand and poked her scrunched brow with a finger, "It's broody," he remarked and turned to snatch up the bottle of milk that had been left on the island, adding it to his coffee.

Sophie blinked a bit in surprise, "It is?" she asked her hand that was idly stirring her coffee stilling with it as she blinked at him.

"Yeah," the Doctor replied as he set down the milk.

"Oh…" Sophie murmured looking down at her coffee again and blinked at the teaspoon still in it and pulled it out… how long had she been stirring?

The Doctor's brow furrowed with concern as he eyed her, "Did you dream again?" he asked almost cautiously as he settled himself onto a stool beside her. He hoped not, for her sake. He still didn't know how to stop it…

Honestly, he felt like he was up against a brick wall, despite the fresh scans he'd taken and the blood sample she'd graciously allowed him to take in the hopes it'd help get them closer to understanding. But he'd seen nothing… absolutely nothing! Frustratingly so! There was those tiny anomalies and he'd been hopeful as he looked at them anew, but… they'd told him nothing different, or at least, nothing that he didn't already know!

He was still missing something, he knew it. He could feel it every time he studied those scans and the blood sample… sometimes he could almost taste the answer it was so close, before it eluded him slipping through his fingers like grains of sand, leaving him increasingly frustrated… so frustrated that the Tardis had all but kicked him out of the med bay and locked the door on him, refusing to let him back in no matter how he wheedled and cajoled, not even the sonic screwdriver had worked. In fact... it had sparked at him rather alarmingly, so he'd been forced to trudge away in frustrated defeat, mind still spinning over the possibilities…

Sophie smiled a little and shook her head in the negative, the bells in her ears chiming merrily, "No. No dreams," she replied and shifted a bit on her stool straightening up from her slouch to stretch a bit, "I was just thinking…" she hummed giving him a small smile, "About oranges," she admitted with a slight grimace.

The Doctor blinked, a brow arching, "You don't like oranges," he commented.

Sophie nodded, "I know…! And yet, here I am thinking about oranges," she frowned, "Why on earth am I thinking about oranges? Stupid citric-y fruit that gets everywhere," she muttered, "The last time I had one, more of it got on me then in my mouth."

"And you were how old?"

Sophie blinked brow scrunched in thought, "Five… no, four, I think…" she hesitated a bit trying to remember, "Definitely four."

The Doctor huffed a low laugh, "Then I think that was more the fault of your hand mouth coordination skills than the fruits."

"Probably," she admitted, "Still don't like them though," she muttered stifling a bit of a yawn, "All sticky and full of pips," she made a bit of a face.

The Doctor nodded a bit and hummed, "I hate pears," he replied pulling a face, "Horrible tasting things! Absolutely horrible. Never have them, Sparks," he told her quite seriously, and Sophie gave him a bit of an amused look, "Right, that's enough about fruit," he stated and shook his head as he got up off the stool and turned towards Sophie again with a bright smile, "Come on then," he said cheerily as he grasped her hand and helped her down off the stool, before he started swiftly for the door.

Sophie blinked at him a bit bemused at the sudden shift, before she frowned a bit, "Hold on, my coffee!" she grumped as she glanced back at the beverage that was sitting abandoned and untouched on the kitchen island along with the Doctor's half-drunk one.

"It's cold," the Doctor replied airily, not slowing.

"I like cold coffee," Sophie rebutted but didn't try to pull away as she followed him curiously out of the kitchen door, her hand still clasped in his.

The Doctor glanced at her, "You do?"

"Occasionally," she replied with a bit of a shrug before she narrowed her eyes on him a bit suspiciously, "This isn't an attempt to trick me into reading Shakespeare, is it?" she asked him dubiously. The Time Lord having been rather persistent in trying to change her view on Shakespeare's work.

"I wouldn't try and trick you into reading Shakespeare, Sparks," the Doctor retorted, glancing back at her with an overly innocent expression, one that shifted into a bit of a pout at the unconvinced and entirely unimpressed look she was giving him, "I've been merely trying to make you see how brilliant his works are! You just need to give 'em another chance!" he stated with conviction, his free arm waving about dramatically.

Sophie rolled her eyes, "I read for enjoyment and to learn… not be flummoxed by pointlessly flowery language and oddly phrased words," she muttered.

The Doctor let out a sound that was strangely close to a whimper as one of his eyes twitched, "Pointlessly flowery… oddly phrased," he exclaimed rather affronted on one of his favourite authors behalf, all so tempted to change direction and bolt to the library with her and prove just how not pointless Shakespeare's way with words where only to blink as he heard the soft sound of an amused snigger and his hand tightened around Sophie's as he huffed out a breath as he rolled his eyes and shot her a look, "Cheeky you are," he muttered.

"Sometimes," Sophie replied with a shrug, before she pinned him with a curious look "So… not Shakespeare?"

"No, not Shakespeare… though I'm mighty tempted," he threatened teasingly a laugh escaping him as Sophie pulled a face at him.

She glanced about the corridor they were in, "Wait…" she muttered turning her gaze back to him, "Are we headed to the console room?"

"Yep!" the Doctor replied brightly popping the 'p', before he hollered rather loudly, "Rose!"

Sophie grimaced at the booming sound of his voice as it echoed through the Tardis, and she shot him a mildly irritated look, "Did you have to shout?" she muttered rubbing at one of her ears with her free hand.

The Doctor blinked and glanced at her, "Grouchy," he muttered.

Sophie stared right back, "Git," she rebutted as the sound of a door slamming reached them as Rose responded to the Doctor's shout.

The Doctor shot her a foxy smirk, "Hm, yes, but foxy," he teased.

Sophie rolled her eyes at him, a faint flush dusting her cheeks, "You ever gonna get tired of that?" she asked her lower lip jutting out just a little as she shot him a bit of a look.

"Nope," the Doctor replied with a cheeky grin that had Sophie's lips twitching upwards despite herself as they reached the stairs of the console room.

"Did you have to shout?!" Rose groused as she came up behind them starting down the stairs with them.

The Doctor rolled his eyes, "Grumpy, the both of you," he muttered as he walked over to the console hand reaching for a knob.

"Hardly," Rose retorted shooting him an irritated look, "I'm just saying that it's not that hard to come knock, instead of shouting," she grimaced, "Near jumped out of my skin."

Sophie nodded, "Hurt me ears," she muttered a hand coming up to touch the lobe of one, "And I didn't get my coffee," she sighed.

Rose smirked, "Coffee addict."

"No mornings complete without coffee," Sophie replied and they shared a bit of an amused smile.

The Doctor fidgeted staring at them from across the console, "Are you two done with having a bit of whinge?"

Sophie and Rose turned their eyes to him and they nodded, "Yep," they replied in tandem smiles widening a touch.

"Got it all out of your systems?" he checked.

"Yep!" they replied again and grinned widely as they moved to join him around the console.

"Brilliant!" the Doctor beamed a grin, fingers moving over the knobs, switches, and buttons again, "Then we're off!"

"Off where?" Sophie asked curiously.

"Mystery Tour!" the Doctor cheered and yanked down a final lever sending them hurtling through the vortex with a lurch that had Sophie and Rose instinctively gripping the console, the three grinning at each other with excitement.

 ***O*O*O***

The Tardis wheezed and groaned sluggishly as she slowly materialized in a tight enclosed space, only just managing to fit.

"I dunno what's wrong with her," the Doctor said as he, Sophie and Rose stepped out of the Tardis, the three of them looking up at her, "She's sort of… queasy," he mused, "Indigestion, like she didn't wanna land."

"Oh, if you think there's going to be trouble," Rose began her expression serious as she stared at the Doctor and Sophie, "We could always get back inside and go somewhere else…" her expression cracked and she burst into laughter, the Doctor with her, whilst Sophie just smiled with mild amusement as she shook her head a bit at them.

"I think…" the Doctor began as he looked about the small space, "We've landed inside a cupboard!" he mused.

Sophie hummed a bit in agreement as she too looked about the space the Tardis had squeezed herself into, before she turned her gaze back to the Doctor, "Got anything more specific?" she enquired curiously.

The Doctor grinned at her, "Let's go look!" he enthused and Sophie grinned in response as she and Rose followed him across the small space towards the door, "Here we go!" he exclaimed as he pushed it open.

"Open Door 15," a computerized voice announced in response.

"Some sort of base…" the Doctor observed as he poked his head out glancing about before he stepped through completely, Sophie and Rose following him out, their own gazes roving, "Moon base, sea base, space base," he listed as he led them towards another door, "They build these things out of kits."

"Close door 15."

"Glad we're indoors," Rose murmured as she listened, glancing up towards the ceiling as she heard loud rumbling noises outside, "Sounds like a storm out there."

Sophie glanced up too and hummed lowly as the thunderous rumbles resounded above them, "A bit of one, yeah," she agreed as the Doctor turned the wheel on the door and pulled it open.

"Open door 16."

They walked through the door and started down a much longer passageway, "Human design," the Doctor informed his companions as he glanced about the architecture, "You've got a thing about kits. This place was put together like a flat-pack wardrobe, only bigger. And easier," he remarked as they continued on down the passageway.

"Open door 17," the speaker announced as the Doctor pulled open another door and Sophie glanced about the circular room as she followed the Doctor down a small set of stairs, her gaze catching on a large number three on a wall as she strolled past it.

"Oh," the Doctor exclaimed as he strode into the middle of the room glancing about the room, "It's a sanctuary base!" he enthused.

"Close door 17," the computerized voice announced as Rose closed the door behind them before she started down the stairs herself, moving to join the Doctor and Sophie.

"Deep Space exploration," the Doctor continued enthusiastically, "We've gone way out. And listen to that," he urged them as he pointed down, "Underneath…" and Sophie and Rose looked down listening to a faint resounding hum coming from below them, "Someone's drilling."

Sophie looked up again, her gaze landing on the wall behind the Doctor and she blinked, her brow scrunching as she eyed the writing that looked like it had been spray painted onto the wall and the smaller strange symbols painted beneath it, "Well, isn't that just cheery," she muttered with sarcasm and the Doctor blinked at her with confusion.

Rose nodded in agreement her own gaze locked on the writing on the wall, "Welcome to hell," she read aloud.

The Doctor shook his head at them, "Oh come on you two!" he exclaimed smiling at them, "It's not _that_ bad!"

"Well, someone else seems to think it is," Sophie replied and Rose let out an amused snort of laughter as the Doctor blinked quizzically.

"Who?" he asked.

"Over there," Rose told him as Sophie nodded towards the wall and the Doctor turned and paused as he took in the spray-painted words and the vertical rows of symbols painted in a smaller print underneath it.

He frowned, squinting slightly as he eyed the smaller symbols, "Hold on…" he muttered and walked towards it, moving quickly up the stairs, Sophie and Rose following him, coming up on either side of him, "What does that say?" he queried as he peered closely at the strange symbols, "That's weird," he squinted a bit more at the symbols trying to decipher them, "It won't translate."

"But," Sophie frowned slightly in confusion, "Shouldn't Sexy be translating for us?" she questioned softly, squinting at the strange symbols a bit, her head tilting slightly.

"Yeah," Rose agreed glancing over at the Doctor briefly, "I thought the Tardis translated everything, writing as well. We should see English."

"Exactly," the Doctor agreed, "If that's not working, then it means…" Sophie glanced at him, "This writing is old."

"How old?" Sophie asked curiously.

The Doctor glanced at her, "Very old. Impossibly old," he replied before he straightened up and started towards another door, Sophie and Rose exchanging a brief look as they swiftly followed him, "We should find out who's in charge," he told them as he grasped the wheel on the door and started to turn it, looking over at them as he continued, "We've gone beyond the reach of the Tardis' knowledge. Not a good move. And if someone's lucky enough…" the Doctor continued as he began to pull open the door.

"Open door 19."

The Doctor pulled open the door completely and the three gasped in shocked surprise and stumbled back a few steps as their gazes immediately landed on the unexpected sight of a small group of bald pale skinned aliens with slanted beady eyes and tentacles.

"Right!" the Doctor nodded and smiled as he tried to regain his composure as he stared at the aliens that were blinking at them, "Hello! Sorry! Uh… I was just saying," he glanced about in search of something to say as Sophie and Rose attempted smiles of their own as they too recovered from their shock, "Uh… nice base!"

"We must feed," the aliens replied in chorus, the orb in their right hands lighting up.

"Eh?" Sophie breathed her eyes widening in surprise and alarm.

"You're gonna what?" the Doctor asked surprised, eyeing them, his brow furrowed in mild confusion.

"We must feed," the aliens repeated.

"Ok, uh… we'll just um…" Sophie stuttered awkwardly, "Leave you to that then," she murmured, her face pale as she swallowed heavily, trying hard to be hopeful that the pale skinned aliens didn't actually mean them... oh, they totally meant them!

"Yea, Soph… I think they mean us," Rose cautioned, her own eyes wide as she stared at the aliens as they began to advance on them.

"Yeah…" Sophie breathed with alarm, bells chiming softly as she nodded slightly, "I was getting that vibe too," she murmured as they backed away from the aliens that were now advancing through the open door.

"We must feed," the pale skinned aliens stated again still advancing and Sophie, Rose and the Doctor turned and ran, dashing for the other door. Only to jerk to a halt as it opened and more of the pale skinned aliens walked through advancing on them, cornering them, "We must feed. We must feed. We must feed."

Sophie glanced around, her eyes landing on the yellow metal framed chairs at the table and she snatched one up, hefting it up defensively legs pointed outwards, Rose doing the same as the Doctor reached into his pocket and pulled out his sonic screwdriver.

"We must feed. We must feed."

"Doctor?" Sophie asked nervously as they backed away from the advancing aliens, her gloved fingers tightening around the chair as she hefted it a bit higher, her eyes dancing over the amassed horde... there was too many to really fend off with a chair for long.

"We must feed."

"I'm thinking! I'm thinking!" the Doctor replied as he raised the sonic screwdriver as they were backed against the wall, his brow furrowed as his mind raced as he tried to think of what he could do to stop them.

"We must feed. We must feed."

"Think faster!" Rose urged anxiously as she clutched the chair tightly, holding out in front of her like a shield.

"We must feed. We must feed."

"Oh, that helps!" the Doctor exclaimed sarcastically, his hand tightened over the sonic screwdriver preparing to use it as the pale skin aliens closed in on them.

"We must feed," one of the aliens in front of them said again, before suddenly giving the glowing orb a shake and tapping it, before levelling a calm gaze on them, "You. If you are hungry," and the Time Lord and two humans blinked rather thrown.

"Sorry?" the Doctor blinked in confusion as he started lowering his sonic screwdriver as Sophie started to relax her tight grip on her chair.

"We apologise," the same alien replied, "Electromagnetics have interfered with speech systems," it explained calmly and Sophie lowered her chair completely, before setting it back on the floor, sharing a brief relieved look with Rose as the blond straightened up from setting down her own, "Would you like some refreshment?" the alien offered.

"Um…"

"Open door 18," the computer announced and they turned to look as a middle-aged man hurried through followed by a younger man and woman both of whom were armed, and stopped short at the sight of them.

"What the hell…?" the middle-aged man muttered as he stared at them eyes wide with shock, "How did…?" he gave himself a bit of a shake and strode towards them purposefully, the younger two following their superior, the aliens immediately stepping aside for them.

The man stopped directly in front of the Doctor and stared intently at him, before his intent gaze flicked over Sophie and Rose as if in complete disbelief that the three of them were there, before he raised his arm and spoke incredulously into the communication device on his wrist, "Captain… you're not going to believe this. We've got people. Out of nowhere. I mean, real people. I mean three… living… people. Just standing here, right in front of me."

The Doctor stared at the man in confusion whilst on either side of him Sophie and Rose exchanged a baffled look at the reaction.

"Don't be stupid, that's impossible," a man replied through the comm.

The man continued to stare at the three of them intently, "I suggest telling them that," he responded.

"But you're a sort of space base," Rose said with confusion, "You must have visitors now and then. It can't be that impossible."

"You're telling me you don't know where you are?" the man questioned with disbelief.

"Aside from the fact that we're on a space base of some kind," Sophie smiled and shook her head, bells chiming softly, "Not a clue."

The Doctor beamed a wide grin, "It's more fun that way."

The man continued to stare at them incredulously for a moment longer before a woman's voice came over the speaker system.

"Stand by, everyone. Buckle down. We have incoming. And it's a big one. Quake point 5 on its way," the woman announced.

The man spun on his heel as the base started to quake and ran over to the door, rapidly turning the wheel and hauled the door open. He turned to look back at them, "Through here! Now!" he demanded urgently, "Quickly come on! Move!"

Sirens sounded through the base and the three ran for the door the man was urging them through the young man and woman that had accompanied him into the room moving with them, "Now!" the man urged as the Doctor urged Rose and Sophie ahead of him, before swiftly following them through the door and into a corridor.

The sirens continued to blare as they ran into another corridor this one shaking heavily and Sophie fought not to choke on the smoke that was rising up from the floor as she ran cringing as conduits blew along it.

"Move it!" the man shouted over the noise, urging them along, "Come on! Come on, come on!" he shouted.

The shaking increased as they raced along the corridor and Rose cried out in alarm as she almost fell a hand reaching out grasping around Sophie's arm to steady herself and the brunette almost stumbled, but steadied herself and shifted her arm so that she could grasp the blonde's hand firmly in her own instead, before cringing heavily and ducking her head as they were showered in sparks, stumbling slightly once again as she kept moving, feeling the Doctor's steadying hand on her back over her black leather coat, silently urging her to keep moving.

"Move it, come on! Quickly! Move it!"

 ***O*O*O***

The door to the control room of the base was thrown open and Rose stumbled through it, followed by Sophie and the Doctor, the three blinking as they glanced about the slightly calmer room where people were busy working at different control panels.

Two men and a woman who were standing together looked up in response to their arrival and their eyes widened, mouths falling open in their shock at the sight of the three people that they'd never seen before and the Doctor beamed a bright grin at them as Sophie and Rose glanced about the control room.

"Oh, my God," a black man breathed still staring at them. The three of them recognising his voice as the one that had spoken through the wrist-comm. "You meant it."

"People!" a young woman with curly hair exclaimed with jubilant excitement as she stared at them, "Look at that, real people!"

"That us," the Doctor agreed with a nod, still beaming a bright grin at everyone, "Hooray!" he cheered with some bemusement.

"Yeah, definitely real," Rose nodded smiling at them, "My name's Rose… Rose Tyler," she introduced herself, before gesturing at Sophie who was standing beside her, "And, this is Sophie Connolly."

"Hi," Sophie murmured, almost mumbled as she smiled awkwardly and did a bit of a wave, her teeth sinking into her lower lip as she fought the urge to squirm on the spot under the prolonged disbelieving stares.

"And… and," Rose stuttered a bit, really starting to feel a bit awkward herself, "This is the Doctor," she gestured at the Time Lord, who beamed another bright grin at them.

"Come on…" another young man exclaimed as he got up from his chair, "The oxygen must be offline," he muttered as he strode over to them, "We're hallucinating," he stood before them staring intently, "They can't be…" he trailed as the three stared right back at him with raised brows and bemused expressions and his own eyes widened, "No," he yelped, "They're real!"

The black man rolled his eyes at that, "Come on, we're in the middle of an alert!" he reminded them with impatience, "Danny, strap up," he demanded and the young man who'd still been standing in front of them spun and headed back to his chair, "The quake's coming in! Impact in thirty seconds!" he yelled gesturing at a computer monitor that was counting down the seconds, before he turned his attention back to the Doctor, Sophie and Rose, "Sorry, you three, whoever you are. Just… hold on. Tight."

"Hold on to what?" Rose asked him.

"Anything," he replied with distracted impatience, "I don't care. Just hold on," he told them, before he turned to one of the pale skinned tentacled aliens that were in the room with them, "Ood, are we fixed?"

"Your kindness in this emergency is much appreciated," the Ood replied.

The Doctor, Sophie and Rose turned and stepped over to some railing by the door they'd come through, grasping the rails tightly as they got themselves situated in the narrow space.

"What's this planet called, anyway?" the Doctor asked.

"Now, don't be stupid," a middle-aged woman replied as she rolled her eyes, "It hasn't got a name. How could it have a name?"

"Why wouldn't it have a name?" Sophie asked blinking with mild confusion whilst the Doctor arched a questioning brow at the woman.

The woman paused and stared at them, her eyes widening with surprise as the three newcomers stared right back at her, "You really don't know, do you?"

"And… impact!" the black man shouted and the whole base shook violently tossing them about for a few seconds.

The Doctor blinked and looked up as the shaking stopped rather quickly and he straightened up, releasing the rail with one hand, "Oh, well," he began glancing about the control room, "That wasn't so bad…!" he was cut off as he was thrown backwards, his one hand that had still been holding to the rail tightening into a desperate white knuckled grip as the violent shaking started up again. Only this time, much worse.

There was a small explosion from one of the consoles and a shower of sparks, before a fire broke out over it as the increasingly violent shaking continued, tossing them all about like ragdolls and the Doctor, Sophie and Rose clung for dear life to the rails, until finally, slowly, it stopped a few minutes later.

"Ok, that's it," the black man reported, "Everyone alright?" he asked as the middle-aged man ran forward fire extinguisher in hand to douse the flames, "Speak to me, Ida?"

"Yeah, yeah!" the middle-aged woman replied with a nod as Sophie and Rose slowly pulled themselves up from the heap they'd found themselves in, both grimacing slightly.

"Danny?"

"Fine," the young man with a mop of dark hair replied as the Doctor rubbed at his head where he'd bumped it in the commotion and shifted to sink down in front of where Sophie and Rose were seated together in front of the door, leaning against each other companionably as they just soaked in the relief of stillness.

"Toby?"

"Yeah, fine," a blond man responded as he looked over the screens whilst the Doctor started checking on his companions, his brow furrowed with concern.

"Scooti?"

"No damage," the young woman with curly hair replied as her fingers moved the buttons on the console in front of her.

"Jefferson?"

"Check!" the middle-aged man shouted in response as he slowly lowered the fire extinguisher that he still had in hand.

"We're fine, thanks," the Doctor cut in as he finished checking on his companions, "Fine, yeah, don't worry about us."

"How's your head?" Sophie asked him.

"Sore," the Doctor muttered with a bit of a grimace, before his expression shifted to concern once again, "You two sure you're ok?"

Sophie nodded, bells chiming softly, "Yeah, a bit bruised, but fine."

Rose nodded too, "The same," she murmured.

The Doctor nodded, relieved, "Good," he breathed and the three smiled at each other, before their attention returned to the crew as the black man spoke again completely ignoring the Doctor's previous comment.

"The surface caved in," he reported as he brought up a schematic of a base onto the screen in front of him, looking it over, "I deflected it onto storage 5 through 8. We've lost them completely," he informed them with a bit of a sigh, "Toby, go and check the rocket link," he ordered.

Toby turned to him with a frown, "That's not my department," he protested and got an irritated look accompanied with a sigh.

"Just do as I say, yeah?"

Toby stared at him unhappily for a longer moment, before he gave a bit of a sullen nod, before he grudgingly made his way towards the door, stepping past the Doctor and between Rose and Sophie to get to it.

"Oxygen holding," Ida reported as she looked at another monitor, "Internal gravity 56.6. We should be ok."

Sophie and Rose cast their eyes to the ceiling as it rattled and creaked as the thunderous sounds they'd heard earlier rumbled loudly above them, "Never mind the earthquake," the blond muttered, "That's… that's one hell of a storm," and Sophie nodded in agreement, "What is that, a hurricane?"

"You'd need an atmosphere for a hurricane," Scooti replied as she looked over at them, "There's no air out there," she shook her head, "It's a complete vacuum."

Sophie blinked a bit surprised even as she frowned slightly at the thunderous sounds above them and the creaking and rattling roof, it really did sound like there was a storm going on outside, but if there was no air, no atmosphere, then...?

Rose stared at Scooti questioningly, "Then what's shaking the roof?"

Scooti looked away whilst Ida stared at the three of them with stunned disbelief all over again, "You're not joking. You really don't know?" the three stared back and she gave herself a bit of a shake, "Well, introductions. FYI, as they said in the olden days. I'm Ida Scott, Science Officer. Zachary Cross Flane," she indicated the man that had been giving them orders, "Acting Captain, sir… you've met Mr. Jefferson," she indicated the man that had hurried them through the shaking corridor, "He's head of Security. Danny Bartock. Ethics Committee."

"Not as boring as it sounds," Danny defended from his chair and the trio grinned at him with amusement.

"And that man who just left," Ida continued, "That was Toby Zed, Archaeology, and this…" she smiled and put her hands on Scooti's shoulders, "…is Scooti Manista. Trainee Maintenance," Scooti smiled at them as Ida walked over to one of the walls, "And this… this is home," she grasped a lever and pulled it down.

"Brace yourselves," Zach warned them earning quizzical looks from the three newcomers, "The sight of it sends some people mad."

The shutters covering a domed window above them began to open and they were bathed in a red light and the Doctor, Sophie and Rose looked up eyes widening and they stood in shock as they stared at the large white-hot disc with a black centre burnt angrily above them, bits being drawn into the centre of it.

"That's a black hole," Rose gasped as she gaped up at it.

"But that's impossible," the Doctor murmured with disbelief.

"And yet…" Sophie breathed.

Zach smirked at them, "I did warn you."

"We're standing under a black hole," the Doctor stated with disbelief and Sophie gave a bit of a stunned nod, barely aware that she'd moved at all.

"We're in orbit," Ida corrected.

"But we can't be…" the Doctor began to protest still staring up at the black hole with stunned disbelief.

"You can see for yourself," Ida replied, "We're in orbit."

The Doctor pulled his gaze from the black hole above them to look at her, his brow furrowed, "But we can't be," he insisted.

"This lump of rock is suspended in perpetual geostationary orbit around that black hole without falling in. Discuss," Ida replied with mild sarcasm colouring her tone towards the end as Sophie lowered her gaze from the dead star above them to look at her.

"And that's bad, yeah?" Rose asked as she pulled her gaze from the star to look at the Doctor and Sophie.

"'Bad', feels like an understatement," Sophie murmured quietly as she turned to look at Rose and the Doctor, blue eyes troubled.

"Bad doesn't cover it…" the Doctor murmured in response, "A black hole's a dead star, it collapses in on itself, in and in and in until the matter's so dense and tight it starts to pull everything else in too," he explained lowly as the three of them looked back up to the black hole, "Nothing in the universe can escape it. Light, gravity… time… everything just gets pulled inside… and crushed."

"So, they can't be in orbit," Rose murmured with realization, "We should be pulled right in."

"Yeah. We should be," Sophie murmured lowly in agreement, her brow scrunched as she watched wisps of cloudy matter drift rapidly towards the black hole being sucked in by it.

"We should be dead," the Doctor stated bluntly.

"And yet… here we are," Ida murmured looking up from what she was doing, "Beyond the laws of physics. Welcome on board."

"But if there's no atmosphere out there, what's that?" Rose asked pointing up at the dark cloudy wisps of matter.

"Stars breaking up… gas clouds…" Ida explained, "We have whole solar systems being ripped apart above our heads, before falling into that thing."

"So, a bit worse than a storm, then," Rose murmured and Sophie gave a small nod, bells chiming softly as they watched one of the wisps disappear into the gaping blackness.

"Just a bit," Ida agreed.

"Just a bit, yeah," Rose muttered quietly just before another shake rumbled through the base and Sophie frowned as she braced herself with a hand against the nearest surface and felt one of the Doctor's hands on her side, helping to keep her steady as the base shook. The Doctor having shifted to stand behind her, his other hand braced against the same solid surface whilst Rose clutched tightly at the console she'd been closer to with both hands.

 ***O*O*O***

Toby stepped around a corner and emerged into another corridor, a bundle of scrolls tucked under his arm.

"Toby…"

He paused in his stride at the sound of a deadly whisper that seemed to come from everywhere at once. He looked around the corridor puzzled, above him the lights flickered briefly, before going out plunging him into darkness and he squinted for a few moments as he peered about, before the lights flickered back on, "Who's that?" he called still scanning for any sign of someone else in the corridor with him, "Danny?"

Toby waited a moment longer before he shook his head and turned back around, continuing on down the corridor.

 ***O*O*O***

Toby stepped back into the control room, where Ida, Jefferson, Zach, the Doctor, Sophie and Rose were gathered around the central console. He swept his gaze over them as he moved to press the door closed behind him.

"Close door 1," the computer announced as it snicked into place and Toby moved away from the door.

"The Rocket link's fine," he informed Zach as he walked around the central console, taking the scrolls from underneath his arm as he did so.

Zach tapped a final button on the control panel he was working on bringing up a hologram of the black hole, "That's the black hole officially designated K37 Gen 5," he informed them as the Doctor pulled out his spectacles, sliding them on in a swift movement before he leaned in slightly for a closer look at the hologram.

"In the scriptures of the Falltino, this planet is called Kroptor. The bitter pill," Ida began, "And the black hole is supposed to be a mighty demon," Sophie turned her gaze to Ida, blue eyes alight with interest, "It was tricked into devouring the planet," Ida continued smiling at Sophie a bit, "Only to spit it out, because it was poison."

Sophie hummed thoughtfully, her gaze going back to the hologram, eyeing the miniature version of the black hole that was high above them.

"The bitter pill," Rose murmured and grinned, "I like that."

Sophie nodded, bells chiming softly, "Kroptor," she murmured eyes still on the hologram, "It's a good name."

"We're so far out," the Doctor commented as he continued to stare at the hologram, his chin propped up on his hand, "Lost in the drifts of the universe, how did you even get here?!" he asked incredulously.

"We flew in," Zach replied, "You see…" he pressed another button on the panel and the holographic image changed, showing instead a green globe with red pulsating red rings extending from it creating a funnel, "This planet's generating a gravity field. We don't know how, we've no idea but… it's kept a constant balance against the black hole. And the field extends out there," he explained pointing at the image they were looking at, "A distinct… gravity funnel, reaching out into clear space. That was our way in."

"You flew down that thing?" Rose exclaimed, leaning against Sophie's left arm, drawing the curly haired brunette's gaze from the hologram briefly as Rose grinned widely at Zach, "Like a rollercoaster."

"By rights, the ship should have been torn apart," Zach replied seriously and Rose's smile dimmed and Sophie turned her gaze that had gone back to the hologram to Zach as he continued solemnly, "We lost the Captain… which is what put me in charge…"

Ida looked at him and gave him a small encouraging smile, "You're doing a good job," she assured him.

"Yeah," Zach muttered a touch bitterly, "Well, needs must," he murmured as he looked away from her.

"But if that gravity funnel closes," Danny piped up lifting a hand from the scrolls he was holding to point at the hologram, "There's no way out."

"We had fun speculating about that," Scooti remarked sarcastically.

"Oh, yeah," Danny retorted with equal sarcasm, "That's the word," he bopped her on the head with one of the scrolls, "Fun," he huffed.

Sophie blinked at the two of them, her brow scrunching slightly, "How likely is the funnel to close?" she asked them.

"Well, um…" Scooti hedged a bit as she glanced over at Sophie and did her best to smile reassuringly at her, "It hasn't closed yet," she said brightly and got bopped on the back of the head again by Danny.

"Heartening," Sophie muttered dubiously.

"Isn't it," Danny agreed with sarcasm. A bit of a smirk curving up his lips as Scooti moved to snag the scroll he'd bopped her with from him only for him to hold it out of her reach, earning an eyeroll from her.

"But that field would take phenomenal amounts of power," the Doctor muttered as he stared at the hologram, completely stumped by what he was seeing, "I mean… not just big, but off the scale! Can I…?" he gestured at the controls.

Ida nodded, "Sure," she agreed and pushed the calculator in front of her towards him, "Help yourself," she told him and the Doctor grabbed it up and stepped back a little from the central console, his fingers already moving over the buttons, his brow furrowed in concentration as he worked.

Sophie shifted, sliding her hands from where they were resting on the console, before she tilted her head slightly and stepped slowly around the central console, still eyeing the hologram, her brow scrunched thoughtfully and blue eyes curious as she looked at the gravity funnel from a different angle.

Rose straightened up intending to follow Sophie around the console to get a different look at the hologram as the petite brunette was only to pause as a calm voice came from behind her.

"Your refreshment."

She turned mildly surprised at the sudden voice, her gaze landing on one of the pale skinned aliens with the tentacles, a plastic cup held out to her in one hand and its glowing orb in the other, "Oh yeah. Thanks," she murmured with realization and smiled gratefully as she accepted the cup, "Thank you. I'm sorry, what's your name?"

The alien blinked at her, "We have no titles. We are one."

Rose frowned slightly, staring after the alien a moment as it turned and walked away from her as quietly as it had approached, before she turned and wandered over to Danny and Scooti, "Umm," Rose began drawing their attention, "What are they called?" she asked, gesturing towards the alien.

Danny glanced over to where she'd been indicating, "Oh, come on," he exclaimed, his brows raised with his surprise as he looked at her with a bit of incredulity, "Where have you been living? Everyone's got one."

"Well, not me," Rose stated, eyeing him, "So what are they?"

"They're the Ood," Danny answered.

"The Ood?" Rose repeated questioningly.

"The Ood," Danny confirmed with a nod.

"Well, that's… ood," Rose jested lightly and Scooti smiled in amusement.

"Very ood!" Danny agreed with an amused smile of his own.

"What's ood?" Sophie asked as she came to join them, coming to a stop by Rose.

Danny blinked surprised and nonplussed all over again, "Don't tell me you don't know about the Ood too."

"Um…?" Sophie trailed.

"They're the aliens," Rose murmured pointing to one of the aliens as she raised the cup in her hand to her lips.

Sophie glanced in the direction indicated and gave a small nod, bells chiming softly, "Oh, right…" she looked back to Danny and Scooti, "Yeah – not a clue,"

Danny shook his head, "Living under a rock," he muttered eyeing them before he shrugged, "They're the Ood."

"Descriptive," Sophie murmured with a bit of sarcasm and Scooti smiled in amusement again.

Danny sighed a touch resignedly as he eyed their expectant faces, "They work the mine shafts. All the drilling and stuff. Supervision and maintenance," he explained, "They're born for it. Basic slave race."

Sophie frowned glancing towards the Ood again, "Slave race?" she repeated questioningly and glanced back towards Danny and Scooti.

Danny nodded, "Yep."

Rose frowned, "You've got slaves?"

Scooti eyed their less than happy expression and laughed lightly, "Don't start," she told them, before glanced at Danny, "They're like that lot. Friends of the Ood."

"Well, maybe we are, yeah," Rose replied with annoyance and beside her Sophie gave a nod, "Since when do humans need slaves?" she asked with disgust.

"But the Ood offer themselves," Danny protested.

"Just cos something's offered, doesn't mean you should take it," Sophie countered rather disgusted herself and Rose nodded in agreement, the pair of them eyeing Danny who returned their looks evenly.

"If you don't give the Ood orders, they just pine away and die," Danny replied and shrugged as Rose and Sophie stared at him with disbelief.

An Ood wandered over making to move past them and Rose turned to it eyeing it sceptically, "Seriously?" she said making the alien pause and look at her, "You like being ordered about?"

The Ood blinked at her calmly, "It is all we crave."

Rose and Sophie blinked taken a bit taken aback whilst behind them Danny smirked, "Why's that, then?"

"We have nothing else in life," the Ood replied calmly.

"Oh…" Sophie murmured softly, eyes saddening as she looked at the Ood, her brow still scrunched disquietedly.

"Yeah," Rose muttered lowly still frowning as she eyed the Ood, "Well I used to think like that," she continued and Sophie glanced at her in surprise, "A long time ago."

Sophie glanced away from her, unsure what to say to that, her teeth sinking into her lower lip as her mind drifted to that horrible, painful loneliness she'd felt back before she'd gotten to know Rose and had met the Doctor… such a long time ago.

"There we go," the Doctor called looking up from the calculator and Sophie started back towards the central console, Rose moving with her, "Do you see?" he continued gesturing at the hologram as Sophie came to stand beside him, "To generate that gravity field, and the funnel, you'd need a power source with an inverted self-extrapolating reflex of six to the power of six every six seconds," he explained.

Rose blinked, "That's a lot of sixes.

Sophie eyed the hologram, "That sounds…"

"Impossible?" the Doctor glanced at her, "That's cos it is."

Sophie glanced at him, "I was going to say complicated."

The Doctor nodded, "That too," he agreed.

Zach gaped at him stunned, "It took us two years to work that out!" he exclaimed.

The Doctor glanced at him, "I'm very good."

"But… that's why we're here," Ida informed, "This power source is ten miles below through solid rock. Point Zero. We're drilling down trying to find it."

"It's giving off readings of over ninety stats on the Blazon scale," Zach added, leaning against the central console.

"It could revolutionize modern science," Ida said enthusiastically.

Jefferson nodded, smiling, "We could use it to fuel the Empire."

"Or start a war," the Doctor remarked before he pulled off his spectacles and tucked them back into his pocket.

"It's buried beneath us," Toby remarked forebodingly, drawing their attention, "In the darkness, waiting."

Sophie blinked at him, "Well, that was ominous."

Rose nodded eyeing Toby, "What's your job? Chief… dramatist?" she quipped with some amusement.

The Doctor glanced over at them, lips quirked up in an amused smirk.

"Well, whatever it is down there is not a natural phenomena," Toby replied with all seriousness, choosing not to respond to their comments, "And this, er, planet once supported life. Eons ago, before the human race had even learned to walk."

"I saw the lettering written on the wall," the Doctor commented, "Did you do that?"

Toby nodded, "I copied it from fragments we found unearthed by the drilling, but I can't translate it," he sighed.

"No, neither can I," the Doctor murmured, "And that's saying something."

"There was some form of civilisation. They buried something," Toby explained, "Now it's reaching out, calling us in."

"And you came?" the Doctor asked with a grin.

"Well, how could we not?" Ida asked rhetorically as Zach pressed a button, switching off the hologram.

"So, when it comes right down to it, why did you come here?" the Doctor asked, but continued before anyone could reply, "Why did you do that? Why?" he beamed a wide grin at the crew, "I'll tell you why. Because it was there. Brilliant," he focused his gaze on the Acting Captain, "Excuse me, ah, Zach, wasn't it?"

Zach smiled a bit and nodded, "That's me."

"Just stand there," the Doctor told him still smiling, "Cos I'm going to hug you. Is that alright?" the Doctor asked as Zach blinked at him a bit taken aback.

"I s'pose so," Zach replied after a short hesitation, staring at the Doctor a bit bemused as Jefferson stared at him like he was mad.

"Here we go," the Doctor said as he stared edging towards the man, "Coming in," he warned and Sophie and Rose exchanged a brief amused look, low chuckles escaping them as the Doctor threw his arms around Zach, clutching the bemused man, as he beamed a wide grin, "Ahh, human beings, you are amazing!" he exclaimed as Ida looked at him with bemusement and Sophie and Rose grinned widely at him, another round of quiet laughter escaping them, "Ha!" the Doctor pulled away, "Thank you."

"Not at all," Zach replied still rather bemused as he smiled at the strange man that had somehow managed to find away on to the base.

"But apart from that, you're completely mad," the Doctor continued, "You should pack your bags, get back in that ship and fly for your lives."

"You can talk!" Ida retorted with a bit of a laugh as she eyed him, "And how the hell did you get here?" she asked with a small frown.

"Oh, I've got this um…" the Doctor floundered and glanced over at Sophie and Rose, the pair quirking their brows at him rather unhelpfully, "This… it's hard to explain, it just sort of… appears."

"We can show you," Rose offered, "We parked down the corridor from um…" she glanced at Sophie for help, "What's it called?"

"Habitation Area Three," Sophie recalled.

"Three," the Doctor agreed.

"Three," Rose nodded.

Zach stilled, staring at them, "Do you mean storage area six?"

"It was a bit of a cupboard, yeah," the Doctor agreed cheerfully and Zach exchanged an uncomfortable look with Ida, "Storage six. But you said…" the Doctor trailed realization dawning on him.

"Oh no…!" Sophie breathed horrified, face paling, and Rose blinked in confusion as she glanced from the Doctor to Sophie and back again.

"What is it?" the blond asked.

"He said…" Sophie breathed wide eyes going to Zach and Zach shifted a touch uncomfortably as he met her gaze, giving the slightest of nods, unable to help feeling bad despite not having known when he'd redirected the collapse.

"You said storage five to eight," the Doctor swallowed heavily and spun on his heel racing for the door, Sophie right behind him.

Rose blinked, frowning as she hurried after them as the Doctor got the door open and dashed through it, Sophie a second behind him, "What is it?" she shouted as they raced through the corridor, "What's wrong?"

The Doctor struggled with the door, hands turning the wheel jerkily as Sophie glanced at Rose anxiously, "The Tardis."

Rose frowned, "What about it?" she questioned and Sophie shook her head, teeth sinking anxiously into her lower lip as she glanced briefly at her just as the Doctor threw open the metal door.

"Open door 19," the computerized voice announced as they ran through it, hurrying across the habitation area, "Close door 19," it called as the door swung shut behind them.

The Doctor closed his hands around the wheel of the next door, spinning it frantically, "Stupid doors! Come on!" he yelled at it, the wheel not moving fast enough for him.

"Open door 17," the computerized voice announced as he flung it open, sprinting through it and into the passageway beyond it.

They dashed as swiftly as they could down the narrow length, jerking to a stop at the next door the Doctor frantically working to open it.

"Open door 15."

The Doctor dashed to the next door, Sophie and Rose on his heels as they hurried through the doorway after him. The Doctor slammed up against the next door, immediately moving to get it open.

"Door 16 out of commission," the computer announced in response to his efforts, the door remaining tightly shut.

"Can't be, can't be!" the Doctor shouted back at the computerised voice, his hearts pounding heavily against his ribcage as they sank further.

Sophie squeezed her eyes shut despairingly, her heart aching for the Tardis… for the Doctor.

"What's wrong? What is it?" Rose asked again looking from the Doctor to Sophie and back again as the Time Lord opened a small round window in the door, peering through it, "The Tardis is in there. What's happened?"

"She's gone," Sophie murmured lowly, despairingly as she opened her eyes again, blue eyes pained as her gaze landed on the Time Lord again.

The Doctor nodded jerkily, not tearing his gaze from what he was seeing out of the rounded window, "The Tardis is gone," he swallowed thickly and backed away from the door, his eyes wide with horror and his breathing heavy.

"Door 16 out of commission," the computerized voice repeated.

"The earthquake," the Doctor turned his wide horrified eyes to Sophie and Rose, "This section collapsed."

"But," Rose began staring at him puzzled, "It's gotta be out there somewhere," she turned and stepped over to the door, peering through the window.

Sophie joined her, rising up onto the balls of her feet as the blond obligingly shifted to allow them both to see out of the small rounded window.

"Look down," the Doctor told them.

They did and Sophie swallowed heavily at what she saw, "That's a long way down," she whispered and Rose gave a bit of a nod as she too stared down at the gaping chasm below them, "Can't even see her," Sophie breathed sadly.

Sophie turned from the window, her blue gaze going to the Doctor, she stepped over to him, "I'm sorry, Doctor," she breathed as she hugged him, "So sorry."

The Doctor blinked and gave a small nod as he hugged her back tightly, his eyes squeezing shut as he felt the familiarity of her consciousness brushing against his. He rested his cheek against the top of her head as he reciprocated the action taking comfort in it as he slowly gathered himself, mind racing.

 ***O*O*O***

"The ground gave way," the Doctor told Zach with urgency as he, Sophie and Rose stood around the central console once more, "My Tardis must've fallen down right into the heart of the planet. But you've got robot drills heading the same way."

Zach shook his head, "We can't divert the drilling," he turned from the Doctor and moved away, walking past Ida as he rounded the central console.

The Doctor blinked after him, his mouth slightly agape, "But I need my ship," he started around the console, moving after him, "It's all I've got. Literally the only thing."

"Doctor, we've only got the resources to drill one central shaft down to the power source, and that's it," Zach explained with growing exasperation, "No diversions, no distractions, no exceptions. Your machine is lost. All I can do is offer you a lift if we ever get to leave this place, and this is the end of it," he stated with finality, before he turned and walked away, leaving the Doctor to stare after him helplessly.

Ida approached him, "I'll uh, put you on the duty roster. We need someone in laundry," she told him before turning and walking away herself, leaving the Doctor, Sophie and Rose alone with the Ood in the control room.

"Open door 1."

The Doctor turned and looked over at his companions, who were looking back at him and he breathed out a low sigh.

"Close door 1."

He stepped back towards them, settling himself against a panel on the central console beside Sophie, "I've trapped you both here," he murmured quietly, staring at them guiltily, feeling all so very old in that moment.

Sophie shook her head, meeting his gaze, "It's hardly your fault that the surface caved in," she murmured softly, lips twitching up into a small smile.

The Doctor's lips quirked up into a small smile in return, his old eyes lingering on the petite brunette's, taking note of the touch of fear hiding behind the brave face in the hazel flecked blue depths.

Rose nodded a bit jerkily, trying hard not to panic, wishing that she could feel as calm as Sophie looked, "Yeah," she spoke drawing the Doctor's gaze, "Don't worry about us," she murmured braving a wobbly smile, one that faltered and disappeared as the base shook again. She swallowed heavily, "Ok," she breathed weakly, her voice shaking as she continued, "We're on a planet that shouldn't exist, under a black hole and no way out," she took a deep breath as the Doctor and Sophie eyed her with concern, "Yeah, I've changed my mind," she tried to jest as she looked at her friends, but it fell short, "Start worrying about me."

The Doctor straightened up and pulled Sophie and Rose into a tight, comforting hug, the girls hugged him back just as tightly as the Doctor looked up, staring darkly at the black hole above them that was once again visible through the domed window.

 ***O*O*O***

"Entering night shift," a computerized voice announced, "Your chosen track for transition is Ravel's Bolero."

Jefferson wandered among the Ood as they worked the base, listening to the song as it played across the speakers, watching Scooti as she worked on the planet's surface.

Scooti finished and lifted an arm to speak into the communication device attached to the wrist of her spacesuit, "All finished," she beamed a grin, "Coming back inside," she reported before she turned and started back towards the base.

Inside the base Danny held a clipboard, eyeing the Ood as they filed past him, "Ood 7 Gamma 10," he muttered and placed a tick in the appropriate box, "Ood Gamma 11," Another tick, "Ood Gamma 12…"

 ***O*O*O***

Toby sat at a desk in his quarters, a frown of concentration furrowing his brow as he peered through a microscope, examining fragments of the ancient text, his ears full of the soft sounds of music playing through the speakers as it carried into his quarters.

The music cut off sharply and he looked up startled as the buzzing sound of electricity filled the room instead. He frowned as he glanced about briefly before he shook his head dismissing it as he lowered his eyes to his work again, focusing on it.

"Toby…"

He jerked his head up sharply, scanning his quarters with his eyes, seeing nothing out of the ordinary, he lowered his eyes to his work again, deciding to ignore it in favour of focusing on the fragmented pieces of the scroll he was trying to decipher.

"I can see you…" the deadly whispering voice came again.

"Danny," Toby called sharply as he looked up again, "Is that you?" he asked with irritation, "It's… It's not funny, alright?"

Silence met his question and Toby got up from his seat and strode towards the door, "Dan?" he called questioningly as he pulled the door open and peeked out into the corridor, blinking at seeing no one there. He stepped out scanning the corridor looking from one end to the other, only to see it void of anyone but him, "I'm… I'm trying to work, Daniel," he paused, looking around the corridor again, disturbed, "Look, if… if that's you, then can you just stop it…?"

The lights flickered and Toby turned and moved back towards his door, he paused again as a low groaning growl echoed around the corridor. Toby glanced around the corridor uneasily, but it was still empty apart from himself. The sound stopped and Toby shook his head, his brow still furrowed with unease as he stepped back into his room.

 ***O*O*O***

The Doctor sat on the stairs in Habitation Area Three, his spectacles once again adorning his nose and a notebook and pen in hand as he closely examined the ancient text that had been painted onto the wall, Sophie sitting beside him on the step and Rose leaning against the railing.

"Danny," Zach's voice came over the speaker system, "Check the temperature in Ood Habitation. It seems to be rising."

Sophie glanced over at Rose as the blond straightened up and wandered away, going to a hatch where the Ood were serving food as Danny stood and headed towards one of the doors to do as he'd been told.

Sophie swept her gaze over the Habitation Area, leaning her head against the railing of the staircase, before her gaze was drawn to the Doctor as his knee bumped against hers as he shifted slightly. She found her lips quirking up into a smile as she took in his expression of intense concentration, his mouth slightly ajar as he thought, before scribbling something down in his notebook, his brow furrowing as he looked it over and then vigorously scratched something out and then scribbled something else above the crossed-out words.

Sophie blinked, realizing that she was staring a bit. She turned her gaze away confused, her brow scrunching with it as her heart did an odd beat in her chest and a faint heat dusted her cheeks, and so missed the rather pleased foxy smirk that quirked up the Doctor's lips for a moment as he turned his intent gaze back to the strange lettering on the wall.

Sophie brushed some hair out of her face and behind her ear as she looked over the Habitation Area again, gazing at members of the crew as they ate. She stood and started towards the serving area, missing how the Doctor's gaze flicked to her briefly marking her movement as the soft chiming of the bells in her ears caught his attention, before his eyes returned to the strange ancient lettering he was trying to decipher.

Sophie's gaze landed on Rose as she walked away from the serving area a tray in hand and the brunette's brow scrunched slightly again, this time in concern at the disconcerted look on the blonde's face. Rose's gaze met hers and the expression vanished as she smiled instead and indicated an empty table. Sophie nodded and the blond turned and started towards it as Sophie approached the serving area, a hand rubbing briefly at her temples. She swept her gaze over the area as she lowered her hand, before she turned moving to pick up a tray. Tray in hand she approached one of the Ood.

"Um…" She hesitated as she looked over the choices… choices that didn't really look overly appetizing to her, but then, she didn't exactly feel hungry either, but she needed to eat something, "Uh, I'll have um… the orange? … Yeah," she nodded to herself, "I'll have some of the orange one," she decided, eyeing it as the Ood scooped a serving of the sloppy orange goop onto her plate, sincerely hoping that it didn't taste anything like the fruit.

"Would you like sauce with that?" the Ood asked.

Sophie blinked, "Umm…" she hesitated a moment, before giving a small nod, "Yeah, ok. I'll try the sauce," the Ood shook some sauce onto her tray, "Thanks."

"I hope you enjoy your meal," the Ood said in response and Sophie gave another nod, before she took hold of her tray again and started away from the serving area, making her way towards Rose and the table she had seated herself at. Sophie set her tray down on the table, settling herself into a chair opposite the blond, a hand rubbing at her temples again as she did so.

"The sauce is good," Rose commented looking up, catching the tail end of the action.

"And the blue stuff?" Sophie asked curiously.

"Yeah…" Rose trailed grimacing just a little wishing that she'd listened to Scooti's warning about the blue… she'd listen about the green though and steer clear of that one, "Not so much," she admitted, "The sauce makes it eatable…" she eyed Sophie's tray, "What about the orange?"

"I'm about to find out," the brunette murmured as she scooped a little up onto her spoon and after a brief hesitation popped it into her mouth and froze.

Rose grinned at the expression that crossed the brunette's face.

Sophie blinked pulling out the spoon, slowly swallowing, "Actually…" she mused, "It's not that bad," she scooped up a little more this time trying some of the sauce and popped it into her mouth without the hesitation.

 ***O*O*O***

In the control room Zach stood in front of his chair at the central console, his fingers moving over the controls on the panel as he eyed the diagram of the drill on the screen above him.

"Drill head now at Point 16," the computer announced.

Zach tapped some more keys on the panel, sinking into his chair as a hologram appeared, his fingers still moving over the panel.

"Drill head speed increasing."

"Keep pressure at 60," Zach instructed the computer, before he turned rising from his chair again to walk over to another panel of controls. Behind him, the circular hologram shifted into a red image of a horned beast, mouth open in a quiet roar. Zach spun back around to face the hologram, only to see the circular holographic image of the planet. He frowned and glanced about a little nervously, he could have sworn that the holographic image had changed…

 ***O*O*O***

Toby was still seated at his desk in his quarters, his room deathly quiet as he concentrated, peering through his microscope as he continued to examine the ancient fragments.

"Toby…"

Toby stilled at the sound of that ominous whisper, before he started to turn, to look in the direction it was coming from.

"Don't turn around."

Toby stilled again, his eyes closing as he sucked in a fearful breath, "Dan…" he breathed fearfully the disconcerting feeling that he was being watched making him twitch in his chair, "That's not Dan," he breathed and started to turn again.

"Don't look at me."

Toby stilled again, obeying, his spine itching with the sensation of unfriendly eyes on his back, sweat trickling down his back, "Who… who are you?"

"I have so many names."

Toby swallowed heavily, "If… If I could…" he tried, twitching in his seat again with the desire to turn around and look.

"If you look at me, you will die."

Toby froze again, "But who are you?"

"I'm behind you, Toby," the voice hissed, "I'm right behind you."

Toby's head jerked with the desire to turn, to look. Not turning to look in the direction of the voice a huge effort.

"Don't look… don't look at me."

Toby trembled with the urge, resisting the growing need to turn, fear clawing at his gut.

"One look and you will die."

Toby sucked in a breath, a cold shiver running down his spine as he felt the dark presence creeping steadily closer.

"I'm reaching out, Toby. I'm so close. Don't turn around. Oh, I can touch you…"

Toby cracked, it all becoming too much. He spun around only for it to stop. The dark presence he had been feeling gone, the room deserted aside from him. He breathed a sigh of relief, his shoulders slumping with it briefly, though he still glanced about perturbed and confused by the experience. He slowly turned back to his desk.

The lights flickered.

Toby paused, frowning at his hands a strange sensation crawling over the skin beneath the latex gloves he was wearing. He turned his hands over staring at them, before he placed down the fragments he'd been examining and stripped the gloves from his hands, staring at the back of his hands, seeing nothing amiss he turned his hands over to look at his palms. His eyes widened and he stood in shock at seeing them covered with the ancient lettering that he'd been studying on the fragments.

Feeling the strange sensation crawling further up his body, he reached for a small round mirror, snatching it up off his desk, revealing his reflection. He stared at his face with shock and horror, the lettering covering his face and his eyes a deep demonic red.

He threw the mirror back down onto his desk, before his whole body contorted, arching as though in great pain. He fell to his knees, then crumpled forward, unconscious.

 ***O*O*O***

Rose frowned across the table at Sophie as she noticed the other woman grimace slightly and rub at her temples again with a gloved hand, "You alright, Soph?"

Sophie lowered her hand from her temple and looked up at Rose, "Yeah…" she assured, lips quirking up into a small smile, "Just a mild headache," she explained glancing at the Doctor who was sitting beside her at the table, "I've had it since the earthquake."

The Doctor's brow furrowed in concern, "Maybe you hit your head?"

"I don't think so…" Sophie trailed thoughtfully trying to remember if she had or not, "But it's possible with the way we were tossed about," she mused, "I think it's just a tension headache," she shrugged, "More annoying than anything. It'll go away."

The Doctor nodded and above them the lights flickered.

"Zack?" Ida spoke into the communications device on her wrist, "Have we got a problem?"

"No more than usual," Zach replied through the comm. "Got the Scarlet System burning up, it might be worth a look."

Ida glanced over at The Doctor, Sophie and Rose, "You might wanna see this," she stepped towards one of the walls, "Moment in history," she commented and pulled a lever, and the Doctor, Sophie and Rose looked up as the overhead shutters opened, revealing the black hole above them, bathing them in a soft red light, "There. On the edge," she pointed to a stream of scarlet red light that was spinning towards the centre of the black hole, "That red cloud… that used to be the Scarlet System," she explained, "Home to the Peluchi… a mighty civilisation spanning a billion years… disappearing. Forever. Their planets and suns consumed."

They watched in solemn silence as the scarlet cloud was sucked closer and closer towards the centre of the black hole, before disappearing into it.

"Ladies and gentlemen… we have witnessed its passing," Ida murmured and moved to pull up the lever to close the shutters again.

"Er, no, could you leave it open?" the Doctor asked and Sophie and Rose pulled their gazes from the black hole to look at him, "I won't go mad," he assured Ida as she hesitated, staring at him a touch dubiously, her hand still on the lever, "I promise."

"How would you know?" Ida asked, eyeing him as he gave her a smile, slowly she nodded and took her hand from the lever before she turned her attention to the only other people in the room, "Scooti, check the lockdown," she ordered. Scooti nodded and got up, starting for one of the doors as Ida turned to the head of security, "Jefferson, sign off the airlock seals for me," Jefferson nodded and got up heading towards a door whilst Ida turned to the door she was standing in front of, her hands closing about the wheel, starting to turn it.

"Open door 18," the computer announced as Ida pulled it open, stepping through into the corridor beyond.

"I've seen films and things, yeah," Rose murmured, lowering her gaze from the black hole to glance over at the Doctor and Sophie, one of her arms resting against the table, "They say black holes are like gateways to another universe."

"Close door 18."

"I saw a couple of those," Sophie murmured softly as she tore her gaze from the black hole, to look at Rose, their eyes meeting and they shared a very small smile.

"Not that one," the Doctor told them and the tiny upward quirk of their lips fell away as they turned their gazes to him, his eyes locked on the dead star above them, his gaze solemn, "It just eats."

Sophie swallowed, her gaze returning to the black hole as she couldn't help but wonder again just how many stars and entire systems had been ripped apart by it and mercilessly devoured, lost to the universe forever.

"Long way from home…" Rose sighed as she lifted her gaze back up to the black hole as well, her heart feeling heavy in her chest.

The Doctor blinked and tore his eyes from the black hole, focusing his gaze on Rose and then on Sophie, before he lifted his eyes back up, squinting through the window in thought, "Go that way," he pointed and his companions, glanced at him before looking in the direction he was pointing, "Turn right, keep going for um…" he hesitated calculating, "About five hundred years… then you'll reach the Earth."

Sophie blinked, her brows rising slightly with surprise as she glanced over at the Doctor again, their eyes meeting, whilst Rose reached into her pocket and pulled out her phone, pressing a couple of buttons making it light up.

"No signal," Rose muttered frowning at it.

"That's odd," Sophie murmured with a frown of her own, a hand digging into one of the pockets of her leather jacket, pulling out her own mobile, making it light up with a single press of a button, eyeing the small screen as the Doctor leant in towards her peering down at it to with a mildly quizzical expression, "Mine too."

"That's the first time we've gone out of range," Rose murmured and glanced over at them, "Mind you, even if I could… what would I tell her…?" she shook her head and focused her gaze on the Doctor, "Can you build another Tardis?"

The Doctor glanced at her and then to Sophie who'd turned her head to look at him again, and slowly, he shook his head, "The were grown, not built," he explained, "And with my own planet gone… we're kind of stuck."

Sophie nodded, bells chiming softly, her expression pensive as she glanced away from him, her eyes coming to rest on the table that had seen better days, whilst Rose sighed, blowing out a breath, "Well, it could be worse," the blond murmured, trying to keep her voice light, "This lot said they'd give us a lift," she reminded them.

Sophie looked up and smiled at her, "Yeah, they did," she agreed.

The Doctor blinked glancing from one to the other and back again, "And then what?"

"I dunno…" Rose trailed and shrugged a bit, "Find a planet… get a job… live a life, same as the rest of the universe."

"Probably try and get back into Uni…" Sophie trailed with a blink as she thought about it, "Oh, that'll be fun," she muttered a little dryly, "Probably have to start over again," she sighed, she doubted very much that her previous credits would be recognised in this century… or possibly even relevant, but then… she frowned thoughtfully… did she even want to be a book editor anymore, so much had changed since she'd gotten to know the Doctor and Rose… could she be happy as a book editor now…?

"I'd have to settle down," the Doctor murmured, drawing Sophie and Rose's attention, "In a house or something," his eyes widened as he really thought about it, "A proper house with… with… with… with doors and things," Sophie and Rose started to smile in amusement, "Carpets! Me! Living in a house!" he exclaimed staring at his companions as they laughed at him, "Now that… that is terrifying."

"You'd have to get a job to pay for the house," Sophie reminded him as Rose broke into a gale of mirthful laughter.

"…No," the Doctor gaped at her, his eyes widening with growing horror.

"Yep," Sophie hummed, smiling at him with amusement, struggling hard to not laugh at the look on his face, "Nine to five, Monday to Friday…" she teased lightly as the Doctor continued to gape at her wide eyed, "Sometimes an occasional Saturday," she mused.

"Hmm, and a mortgage," Rose added with a wide grin.

"No…!" the Doctor gasped horrified as his wide-eyed stare switched to the blond.

"Oh, yes," Rose teased.

"I am dying," the Doctor groaned and Sophie shook her head in amusement at his dramatics, "That's it. I am dying, it's all over."

"What about me?" Rose asked with a small laugh, "I'd have to get one too."

"Either that, or rent a place," Sophie murmured tucking some of her hair back behind her ear, before rubbing at her temples again as her dull headache continued its annoying throb.

"Mortgage…? Rent…?" the Doctor muttered with a furrowed brow as he eyed his companions, processing the words, "They sound soo…" he trailed thinking about it and his nose crinkled in distaste, "Boring," he whinged.

"Well, they aren't fun," Sophie agreed, before glancing over at him, "They're just sort of there, needing to be paid."

"Sounds horrible," the Doctor bemoaned.

"You get used to them," Sophie attempted to assure him and the Time Lord blinked at her, his expression entirely unconvinced as he eyed her.

"We could share," Rose suggested lightly drawing their attention back to her, "The three of us. We could share. It might, I dunno… make it less boring."

"Could do," Sophie murmured with a small smile, one that Rose returned.

Silence descended over them and the Doctor sighed quietly as he eyed his companions, before he broke it, "I promised Jackie I'd always take you back home."

Rose flicked her gaze to him and shook her head, "Everyone leaves home in the end," she tried to wave him off.

"Not to end up stuck here," the Doctor replied.

"Yeah," Rose nodded looking down briefly as she swallowed heavily, before she looked up again, lips curved up in a small smile as she stared at the Doctor and Sophie, "But stuck with the two of you, that's not so bad," she murmured.

The Doctor blinked at her, "Yeah?"

"Yes," Rose replied sincerely and the Doctor lips started to curve into a smile before he glanced over at Sophie as he caught her nodding out of the corner of his eye.

"No one else I'd rather be stuck with then the two of you," she agreed sincerely and the Doctor's smile widened into a beaming grin.

Rose's phone rang and the blond swiftly answered it, bringing it up to her ear, smile still playing around her lips, "He is awake," her smile fled, her eyes widening and she flung her phone to the floor in shock.

"Wha…" Sophie trailed her concerned gaze going from Rose to her phone as it too started to ring and she swallowed as she furrowed her brow at it. Slowly she brought it up to her ear, tapping the holographic 'accept call' feeling Rose and the Doctor's gaze on her the entire time, "And you will worship him."

Sophie jerked the phone from her ear, jabbing her thumb at the hang up icon, before she looked up at Rose and the Doctor.

 ***O*O*O***

Danny stood, working at a computer in Ood Habitation when the Doctor came bounding swiftly down the stairs, followed closely by Sophie and Rose.

"Evening!" the Doctor called.

"Hi!" Sophie greeted as Danny glanced over at them in response to the Doctor's call.

"Only us!" Rose smiled at him.

"The mysterious trio," Danny hailed them with mild amusement, before he glanced back at the computer he was working at, "How are you, then? Settling in?"

"Yeah, sorry, straight to business," the Doctor cut in, speaking quickly, "The Ood, how do they communicate?" Danny arched a sceptical brow at him, "I mean, with each other," the Doctor clarified as they looked down at the Ood that were seated in rows below the catwalk they were standing on, in what looked to be a type of animal-pen.

"Oh, just empaths," Danny shrugged carelessly, "There's a low level telepathic field connecting them," he explained, "Not that that does them much good. They're basically a herd race. Like cattle."

"This telepathic field," the Doctor turned his gaze back to Danny whilst Sophie continued to stare at the Ood, her brow furrowing at the conditions the aliens were being kept in, "Can it pick up messages?" the Doctor asked.

"Cos, I was having dinner," Rose cut in before Danny could form a reply, "And one of the Ood said something… well odd."

"Oh," Danny hummed, a brow quirking at her, "An odd Ood," he shook his head and turned back to the computer.

"And then Soph and I," Rose continued and Sophie looked up, "We got something else," Sophie nodded at Danny as his gaze flicked briefly to her, "On our er…" Rose glanced over at the Doctor and Sophie, "Communicator things," she finished.

"Oh, be fair," Danny scoffed rolling his eyes at them, "We've got whole star systems burning up around us. There's all sorts of stray transmissions. Probably nothing."

"But it was clear…" Sophie murmured drawing Danny's attention back to her, "Like it was coming from really close by," and Rose nodded, hers had sounded like that too.

Danny glanced from Sophie, to Rose and then to the Doctor taking in their clear disbelief as they stared at him, "Look…" he sighed, "If there was something wrong, it would show," he told them seriously, "We monitor the telepathic field. It's the only way to look after them. They're so stupid, they don't even tell us when they're ill."

"Monitor the field, that's this thing?" the Doctor asked as he nodded towards the computer that was reading 'Basic 5'.

"Yeah," Danny agreed, "But like I said, it's low level telepathy. They only register Basic 5," he told them just as the computer reading changed, rising to 'Basic 6'.

"Well, that's not Basic 5," the Doctor muttered as he stared at the computer watching the reading rise, "10…" he read aloud.

Sophie glanced back down at the Ood just in time to see them raise their heads in unison, a hand coming up to rub at her temples again, the throbbing of her dull headache persisting and on the computer the reading continued to rise.

"20…" the Doctor read, eyeing the computer, "They've gone up to Basic 30," he said as he turned to Danny.

"But they can't…" Danny protested.

"Doctor, the Ood…" Rose called as the Ood turned as one to stare up at the four of them menacingly.

"Oh bugger," Sophie breathed as she gripped the railings, ignoring the persistent dull throbbing at her temples.

"What does Basic 30 mean?" Rose asked, glancing over at Danny as the Doctor leaned on the railings beside Sophie.

"Well, it means that they're shouting," Danny replied baffled, "Screaming inside their heads."

"Or something's shouting at them," the Doctor murmured quietly and Sophie glanced over at him, her brow scrunched.

"That voice?" She murmured a hand rubbing at her temples again.

"Possibly," the Doctor replied glancing over at her and his brow furrowed as he saw her rub at her temples again, "Your headache getting worse?"

"No…" Sophie replied lowering her hand again, "Just more…" she hesitated, searching for a word, "Throbby…?" she tried and the Doctor frowned in concern.

Danny stepped back over to the computer, "But… where is it coming from?" he muttered tapping at the keyboard, "What is it saying? I mean…" he glanced over at Rose, "What did it say to you?"

Rose frowned trying to remember the wording, "Something about the beast in the pit."

Danny blinked at her, "What about your communicators?" he asked glancing over at Sophie too, "What did they say?"

Rose hesitated a brief moment glancing over at the Doctor and Sophie, before replying, "He is awake."

"And you will worship him," the Ood stated as one in response and they all turned back to look at the Ood that were still staring up at them with menacing eyes.

Sophie sucked in a breath, "That!" she exhaled her gloved hands tightening around the railing, "Mine said exactly that," she told him.

"What the hell?" Danny frowned as he stared down at the Ood, rather disconcerted now as Rose shifted coming to stand on the other side of Sophie at the railing.

The Doctor straightened up from his lean, his hands clasping about the railing as he stared intently down at the Ood, "He is awake," he stated.

"And you will worship him," the Ood repeated.

"Worship who?" the Doctor asked and got no reply from the Ood, his hands clenched as he frowned at them, "Who's talking to you?" he demanded, "Who is it?"

 ***O*O*O***

"Toby," Scooti called as she stepped into his room, a file in one hand, "I've got your expenditure…" she trailed at finding the room deserted. She stepped over to Toby's desk, and placed the file down on top of it.

"Open door 41," the computer announced and Scooti paused in confusion as the sound of a door opening reached her ears, "Close door 41," the computer announced and the sound of a door closing followed.

Scooti glanced around at the deserted room perturbed, "41…" she murmured before she turned and started swiftly out of the room.

 ***O*O*O***

"Close door 40," the computer announced as Scooti closed the door behind her, before she strode swiftly up the corridor towards door 41 and 42.

She came to a stop outside door 41 and decompressed a button on a control panel by the door, leaning into it, "Computer, did you open and close door 41?"

"Confirmed."

"But…" Scooti frowned, "That's the airlock. Why would you open the airlock? It's the night shift, we're not allowed outside. Has someone gone out?"

"Confirmed."

"But who was it?" Scooti questioned.

"Cannot confirm."

"Ok…" Scooti trailed briefly thinking, "But hold on, I know, tell me whose spacesuits been logged out."

"No spacesuit has been logged out."

"But… you're not making any sense," Scooti exclaimed as she eyed the control panel, "You can't go outside without…" she shook her head releasing the button as she instead lifted her arm to speaking into the communication device on her wrist, "Zach, I think we've got breakdown on door 41," she reported, "It's saying somebody's gone outside onto the planet's surface."

The device crackled and fizzled with static.

Scooti frowned and tapped it, "Zach?" she called, "Zach?!" she turned back to the door decompressing the button on the control panel again, "Computer, trace fault," she ordered.

"There is no fault."

Scooti scowled at it with irritation, "Tell me who went through that door!" she demanded her voice sharp with it.

"He is awake."

Scooti blinked taken aback, "What?"

"He is awake."

Scooti frowned confused now, "What's that supposed to mean?"

"He baths in the black sun."

Scooti stepped away from the control panel, disturbed as she moved a little further along the corridor, a shutter opened on a window by door 41 and she peered out of it and her eyes widened as her gaze landed on Toby, as he stood on the planet's surface without a spacesuit, his back to her.

Toby turned, his body still covered in symbols and his eyes a deep demonic red, he smiled menacingly as his gaze landed on Scooti.

"Toby…" she breathed, still staring at him wide-eyed, "But there's no air, there's no…"

Toby raised a hand, the menacing smile still curving his lips, he beckoned to her and slowly Scooti reached out towards him, still staring, her eyes becoming moist as she stared hypnotised, before she jerked her arm down, "No!" she said forcefully, "Stop it!" she demanded, "You can't be!"

Toby's smile faded and his outstretched beckoning hand clenched into a fist and the sound of glass cracking rent the air.

Scooti gasped as fissures appeared in the thick glass of the window, she turned and dashed back towards the door she'd entered through, "Open door 40!" she cried frantically, "Open door 40!" she rattled desperately at the door as the fissures in the window grew bigger, the door refusing to so much as budge, "Open door 40! Open door 40!" she screamed glancing back towards the window, the fissures becoming large cracks, "Open door 40…"

The thick glass exploded outwards and Scooti was sucked backwards, a terrified scream ripping from her throat.

 ***O*O*O***

The Doctor stood bent before one of the Ood in the pen, Sophie and Rose with him whilst Danny remained on the overhead balcony. The Doctor had his sonic screwdriver in hand as he aimed it at the Ood's head, moving to scan it over its face in an attempt to get a read on just what was speaking to the Ood.

His scan was interrupted as the base shook and the four of them were thrown about as they struggled to maintain their balance.

"Emergency hull breach," the computer announced over the speakers as the shaking died down slightly, "Emergency hull breach."

"Which section?" Danny spoke into his wrist communications device, his voice tremoring slightly as below him the Doctor straightened up and Sophie brushed some of her curls back out of her face as she glanced about and Rose let out a low shaky breath and behind them still sitting calmly in their rows, the Ood remained still.

 ***O*O*O***

Zach picked himself up off the control room floor and spoke into the microphone on the central console, "Everyone…" his voice came over the speakers, "Evacuate 11 to 13, we've got a breach! Repeat, the base is open!"

 ***O*O*O***

Jefferson and two members of his security team hurried as fast as they could along a corridor as they tried to protect themselves from the sparks that were showering them from the walls, whilst also not choking on the smoke that was rising through the floor.

 ***O*O*O***

"Open door 19," the computer announced as the Doctor got the door open and dashed through it. he was swiftly followed by Sophie, Rose and then Danny, none of them so much as pausing as they raced towards another door.

"Close door 19," the computer called after them.

 ***O*O*O***

Zach gazed at a monitor and his hands left the control panel he was working at as he turned to the microphone, "I can't contain the oxygen field," he called into it, "We're going to lose it!" he warned his crew.

 ***O*O*O***

"Come on!" Jefferson yelled as he strained to get one of the doors open, "Keep moving!" he ordered as he got it open.

The Doctor, Sophie, Rose and Danny ran down the corridor towards him, converging with Ida and a couple other members of the crew as they hurried as fast as they could onwards down the shaking corridor.

"And you too, Toby!" Jefferson shouted as he yanked Toby through the door. Toby whose skin was clear of ancient symbols fell flat on his face as Jefferson released him as he put both hands back on the door, slamming it shut.

"Breach sealed," the computer announced, "Breach sealed."

"Everyone alright?!" the Doctor asked as he dashed over to them, "What happened?" he questioned, "What was it?"

"Oxygen levels normal," the computer announced.

"Hull breach," Jefferson replied between gasping breathes as he panted, "We were open to the elements. A couple of minutes and we'd have been inspecting that black hole at close quarters," he explained.

"You ok?" Sophie asked Toby eyeing him with concern as he sat pale faced and covered in sweat on the floor as she and Rose crouched by him, the blond helping him to sit up as he gave a bit of a hesitant nod, still gasping for breath.

"That wasn't a quake," the Doctor remarked and Sophie glanced over at him, before looking to Jefferson as the Doctor asked, "What caused it?"

"We've lost sections 11 to 13," Zach's voice came over the comm, before Jefferson could formulate an answer, "Everyone alright?"

"We've got everyone here except Scooti," Jefferson replied through his wrist communication device, "Scooti, report," he ordered and got static and a blank beep in response, "Scooti Manista? That's an order. Report," he tried again to once again get static and a beep from the device.

"She's alright," Zach called through the comm and Ida and Jefferson breathed a sigh of relief, "I've picked up her biochip, she's in Habitation Three. Better go and check if she's not responding. She might be unconscious."

Toby stared down at the back of his hands, his brow slightly furrowed as he slowly turned them over to look at his palms that were clear of ancient lettering.

"How about that, eh?" Zach's voice came through the comm again, "We survived."

"Habitation Three…" Jefferson murmured and nodded, "Come on, I don't often say this, but I think we could all do with a drink. Come on," he turned and led them off down the corridor, everyone but the Doctor, Sophie, Rose and Toby following him.

The Doctor bent down to Toby's level, the archaeologist still looking severely shaken, "What happened?" he asked.

Toby shook his head, "I don't… I dunno," he muttered speaking fast, flustered as he stared back at the three others still in the corridor with him, "I… I was working and then I can't remember. All… all that noise, the room was falling apart," he recalled, "There was no air…" he swallowed heavily trailing.

"Come on," Rose murmured as she helped him to his feet, her hands steadying him, "Up you get. Come and have some Protein One," she urged as she linked her arm through his and started leading him off down the corridor after the others.

"Oh, you've gone native," the Doctor called after her.

"Oi, don't knock it," Rose called back over her shoulder at him, "It's nice. Protein One with just a," she clicked her tongue, "Dash of Three."

The Doctor laughed and Sophie shook her head and she smiled in amusement as they moved to followed Rose and Toby down the corridor.

The Doctor's hand brushed against Sophie's gloved one and he glanced at her to see her reaching up with her other hand to brush some of her curls behind her ear again, before an exasperated sigh escaped her and she plunged her hand into the depths of one of the pockets of his old black leather jacket, muttering under her breath about misbehaving hair.

"How's your headache?" he asked as Sophie pulled out a light purple hair tie out of the bigger on the inside pocket.

Sophie blinked thinking about it for the first time since the shaking had started and they'd been running through the corridors, "Um…" she hesitated mildly surprised, "Gone…" she stated, she'd thought for sure with all the shaking it would have if anything gotten worse.

The Doctor blinked, his expression mildly pensive as he glanced down the corridor they were walking down as Sophie, with a practised ease, tied her hair back into a low ponytail, a few sorter bits in the front slipping down almost immediately, framing the sides of her face.

"That's good," the Doctor murmured as the backs of their hands brushed again and he gave into the urge to take her hand in his, squeezing it, before interlacing their fingers.

 ***O*O*O***

"I've checked Habitation Four…" Ida spoke into her wrist comm as Rose entered, still supporting the pale Toby with an arm, Sophie and the Doctor stepping through the door into Habitation Three after her.

"There's no sign of her," Jefferson reported as he moved across the Habitation Area to stand by Ida, "The biochip says she's in the area," he turned to Toby, Rose, Sophie and the Doctor, "Have any of you seen Scooti?"

Toby shook his head, "No, no, no," he swallowed, "I don't think so."

"Scooti, please respond," Ida called into her wrist comm again as Rose helped Toby to a seat, "If you can hear this, please respond… Habitation Six."

"Nowhere here," Jefferson muttered and shook his head, before he lifted his arm to speak into his wrist comm again, "Zach? We've got a problem. Scooti's still missing."

"It says Habitation Three," Zach responded over the comm.

"Yeah, well, that's where I am, and I'm telling you she's not here," Jefferson informed him, frustration starting to leak into his voice.

The Doctor lifted his gaze and his eyes turned solemn as he stared out of the overhead window, the shutters still open from earlier, "I've found her."

They all glanced at him, before following his gaze up. Sophie's eyes widened in horror as her gaze landed on Scooti as she floated above them, just outside the overhead window, "Oh, no…" she breathed horrified just as Rose gasped with equal horror.

"Oh, my God…"

"Sorry," the Doctor murmured sincerely, staring gravelly up at the body of the young woman whose life had ended far too soon, "I'm so sorry."

Everyone in the room stared with horror at the sight, before slowly Jefferson raised his arm and spoke quietly into his wrist comm, "Captain… report Officer Scootori Manista PKD… deceased. 43K2.1."

"She was twenty… twenty years old," Ida breathed solemnly, before she stepped quietly over to the lever on the wall and pulled it up, causing the shutters to begin to close as Scooti drifted further and further away from the window towards the black hole.

"For how should man die better than facing fearful odds?" Jefferson began to quote, "For the ashes of his father… and temples of his Gods."

"Thomas Babington Macaulay," Sophie whispered solemnly, her voice slightly shaky as the shutters closed completely, "Horatius…" she swallowed heavily her hands clenched together, fingers twisting, "It's a good quote."

They stood in solemn silence for a few moments, before Ida blinked, listening to the silence, "It's stopped…" she murmured drawing their gazes as there was a distant crash.

"What was that?" Rose asked, "What was it?" she insisted when no one answered glancing over at the Doctor.

"The drill," the Doctor supplied after another moment.

"We've stopped drilling," Ida glanced over at them, "We've made it. Point Zero."

 ***O*O*O***

"All non-essential Oods to be confined," Zach called over the speakers as he stood on the exploration deck. The deck a flurry of hectic activity as the crew prepared Ida to head down the mineshaft.

"Capsule established," Ida called, already dressed in an orange spacesuit, "All systems functioning… the mineshaft is go… bring systems online now," she ordered calmly.

The Doctor, garbed in an orange spacesuit of his own, a helmet under his arm, walked down the catwalk of the deck, moving past various crew members until he came to a stop in front of Zach who stared at him, a frown furrowing his brow, "Reporting as a volunteer for the expeditionary force," the Doctor stated firmly.

Zach sighed as he eyed the man standing before him, "Doctor, this is breaking every single protocol," he shook his head, "We don't even know who you are."

"Yeah," the Doctor agreed, "But you trust me, don't you?" Zach glanced away from him, his jaw clenching, "And you can't let Ida go down there on her own. Go on…" the Doctor urged, "Look me in the eye," Zach met his gaze again and the Doctor's lips quirked up in a small smile, "Yes you do, I can see it. Trust."

Zach stared at him and tense silence passed between them before Zach sighed despondently, "I should be going be going down," he muttered.

"The Captain doesn't lead the mission," the Doctor replied seriously meeting Zach's gaze, "He stays here. In charge."

"Not much good at it, am I?" Zach scoffed bitterly and the Doctor remained silent, simply looking at him. Zach sighed, before he turned to his crew, "Positions!" he shouted, "We're going down in two. Everyone, positions!" he ordered as he started moving away as Sophie and Rose walked over to the Doctor from where they had been standing with Jefferson, "Mr. Jefferson! I want maximum system enhancement…" Zach's voice faded as he walked further and further away, the Doctor turned facing his companions as they came to a stop in front of him.

He lifted an arm checking a device on his wrist, "Oxygen… nitro balance… gravity," he smiled as he looked up at them, "It's been ages since I've worn one of these!"

"I want that spacesuit back in one piece," Rose told him very seriously as she eyed him, "You got that?"

"Yes, sir," the Doctor replied giving her a small mock salute that had Rose rolling her eyes at him, her hands on her hips.

"You'll be careful, right?" Sophie asked and he turned his gaze to her, "Cos, I want you back in one piece too, not just the spacesuit."

"I'm always careful," the Doctor replied and Sophie and Rose stared at him, brows arching incredulously and he blinked at back at them a touch sheepishly, "I'll be careful," he amended, before he shifted his helmet out from under his arm and put it on, securing it as Sophie and Rose both nodded at him.

"It's funny," Rose swallowed, "Cos, people back home think that space travel's going to be all whizzing about and teleports and anti-gravity… but it's not, is it?" her voice cracked slightly with her concern for the Time Lord, "It's tough."

Sophie swallowed eyeing the orange spacesuit, the Doctor was wearing, "You've got that thing on properly, right?" she asked, her teeth sinking into her lower lip.

"It hasn't been that long, since I've worn one of these," the Doctor replied and gave them both a reassuring smile, "I'll see you both later," he promised them confidently.

"Not if we see you first," Rose replied with a soft laugh.

"We'll be keeping an eye out," Sophie told him, returning his smile and the Doctor nodded in response.

 ***O*O*O***

Danny stood on the balcony in the Ood Habitation, looking over the Ood that were seated calmly and quietly on the benches, a member of the security team standing with him, gun in hand, "You will remain here," Danny told them firmly, "No command can override this. Have you got that? My instructions only."

The Ood remained quiet.

 ***O*O*O***

In the control room Zach stood at the central console, he pressed a few buttons on a control panel before he moved around the console to the microphone, "Capsule active," he announced over the speakers, "Counting down in 10… 9…

 ***O*O*O***

"8… 7… 6…"

Sophie and Rose watched as the Doctor and Ida stepped into the capsule, Jefferson closing the door for them as Zach's voice continued to boom out over the speakers.

"5… 4… 3… 2…"

Jefferson saluted them.

"1…"

Sophie and Rose waved, smiling and the Doctor waved back smiling in return, his gaze lingering on Sophie.

"Release."

The capsule began to descend and Sophie sucked in a deep breath as she lost sight of him and felt Rose's hand take hers, squeezing.

Toby sat, hunched over in a corner, twitching and glancing about in paranoia, before he checked his palms once again, scared that he'd suddenly see the ancient lettering on them again… hear that dark whispering voice.

Sophie and Rose turned to a computer screen that was showing the descent of the capsule into the depths of the planet.

 ***O*O*O***

The Doctor and Ida stood in silence as the capsule shook as it descended.

 ***O*O*O***

The hologram on the central console in the control room showed the descent of the capsule, Zach watched the descent intently, leaning his hands against the console. The stats changed as the descent continued until 'DANGER' appeared under the 'oxygen' stat.

"You've gone beyond the oxygen field," Zach reported, "You're on your own."

 ***O*O*O***

Ida and the Doctor switched on their oxygen tanks.

 ***O*O*O***

Before she could think better of it Sophie reached out and snatched up one of the comms, "How are you doing in there, Doctor?" she asked, concerned eyes locked on the screen.

"Don't forget to breathe," Rose added just as concerned, "Breathing's good," she took some deep breaths in demonstration as Sophie squeezed her hand that was still clasping the brunette's gloved one tightly.

"Sophie, Rose," Zach's voice came through the comm, "Stay off the comm," he ordered.

Sophie clutched it a bit tighter, before reluctantly moving to put it back only for Rose to waylay her, the blond glaring at the comm in the brunette's hand like it was Zach, "Fat chance," she called into it challengingly.

 ***O*O*O***

In the control room Zach stared at his comm a little disgruntled before he blew out a breath, deciding to let it go.

 ***O*O*O***

Taking Zach's silence for victory Rose smiled at Sophie, and the brunette smiled back, adjusting her grip on the comm as they both looked back to the screen as the capsule the Doctor and Ida were in descended closer and closer to the heart of the planet… to Point Zero.

 ***O*O*O***

The shaking of the capsule turned violent and Ida and the Doctor grasped at the sides of it to steady themselves, their grips tightening further as the descending capsule suddenly dropped sharply.

 ***O*O*O***

In Ood Habitation, the Ood that had been sitting quietly suddenly stood and turned to look at up Danny and the security guard with him.

Danny stared back at them disquieted once again at the odd behaviour and beside him the security guard pointed his gun at them, glancing over at Danny rather disquieted himself at the sudden action, realizing fully now why Danny had asked him to accompany him to Ood Habitation… odd behaviour indeed.

 ***O*O*O***

Sophie grimaced mildly as she felt a dull annoying throb at her temples again as she and Rose continued to watch the screen as the diagram continued to show the descending capsule as it got closer and closer to its destination. The capsule reached Point Zero and the whole base shook and the two reached out for the closest surface to steady themselves with.

"Doctor?" Sophie called into the comm, "Did you make it ok?" she swallowed heavily as she got silence in response.

"Doctor, are you alright?" Rose called into it, sharing a concerned look with Sophie as nothing but silence came through.

"Ida," Zach's voice came over the comm, "Report to me…" silence proceeded the order, "…Doctor?" he called more forcefully.

"It's alright…" they heard the Doctor reply after another short moment and Sophie and Rose breathed sighs of relief at the sound, "We've made it… coming out of the capsule now," he informed them.

 ***O*O*O***

The Doctor and Ida slowly stepped out of the capsule, flashing their torches about the thick darkness, squinting in a bid to see as the beams of light did very little to dispel the heavy darkness of the vast space they'd stepped out into.

"What's it like down there?" Rose asked over the comm at about the same time Sophie asked.

"What can you see?" their voices overlapping.

The Doctor smiled in fond amusement at that, "It's hard to tell…" he responded peering around the darkness, "Some sort of… cave… cavern… it's massive."

"Well, this should help," Ida called over to him as she pulled out a white softly glowing globe, "Gravity globe," she explained before tossing it up into the air, bathing the extensive cavern in light as the globe lit up brightly in response. Ida gaped, her expression awed as she stared, "That's… that's… my God, that's beautiful," she breathed.

The Doctor nodded as he too glanced around the revealed cavern, "Sophie, Rose," he swallowed still taking everything in, "You can tell Toby… we've found his civilisation…"

 ***O*O*O***

"Oi, Toby!" Rose immediately called cheerfully, turning to look at the man, "Sounds like you've got plenty of work."

"Good," Toby muttered distractedly in response, not bothering to even look up from where he still sat hunched over, "Good," he repeated as he once again looked at the palms of his hands, checking that they were still clear, "Good," he muttered again.

"What do you see?" Sophie asked curiously as Rose turned back to the comm.

"Pillars, symbols etched into them," the Doctor described in reply, "And statues carved out of the rock…"

"Concentrate now, people," Zach ordered lightly through the comm and Sophie immediately shifted a touch sheepishly, glancing over at Rose who grinned at her, "Keep on the mission," he directed them as Sophie returned Rose's grin, "Ida… what about the power source?" he questioned.

 ***O*O*O***

The Doctor and Ida traipsed along the rocky wall, Ida shining her flashlight ahead of them, helping to light their way just a little more, "We're close," she responded, "Energy signature indicates north, north west. Are you getting pictures up there?"

"There's too much interference," Zach responded his voice crackling through the comm, "We're in your hands."

"Well… we've come this far. There's no turning back," Ida remarked.

"Oh, did you have to?" the Doctor complained, "No turning back?" he grumbled, "That's almost as bad as 'nothing can possibly go wrong,' or 'this is going to be the best Christmas Walford's ever had'."

Ida turned to him, "Are you finished?"

The Doctor blinked at her, staring for a moment, "Yeah!" he grinned at her, "Finished," he told her before continuing on along the wall, leaving Ida to stare after him in amusement for a moment, before she moved to catch up to him.

 ***O*O*O***

One of the Ood blinked at Danny as it continued to stare at him, he raised his wrist and the Ood blinked again, "Captain, sir," Danny called lowly into his wrist comm, still eyeing the Ood disconcertedly, "There's something happening with the Ood," he reported fearfully.

"What are they doing?" Zach's voice came through the comm.

"They're staring at me," Danny replied keeping his voice low, "I've told them to stop, but they won't," he told him, glancing at the Ood nervously once again.

"Danny, you're a big boy," Zach sighed a bit tiredly and slightly irritated, "I think you can handle being stared at."

"But the telepathic field, sir," Danny continued seriously, "It's at Basic 100!" he exclaimed glancing over at the computer again, "I've checked, there isn't any fault. It's definitely 100."

"But that's impossible," Zach exclaimed through the comm.

 ***O*O*O***

"Oh, that can't be good," Sophie groaned lowly, her brow scrunched as she rubbed at her temples that were still aching… in fact she wasn't sure if it was an actual throbbing ache anymore… it kind of felt more like a pressure…?

No, a presence…

Sophie swallowed heavily, hands lowering from her temples as she retreated her consciousness further behind her shields, wincing slightly with effort as she slammed them tighter against it, some primal instinct telling her that it would be bad if her consciousness so much as brushed against the presence that she was feeling against the shields.

Rose turned concerned eyes from Sophie to look at Jefferson, "What's Basic 100 mean?" she asked him.

"They should be dead," Danny's voice came over the comm again.

"Basic 100's brain death," Jefferson explained further, glancing over at a few Ood that were working on the deck with concern.

"But they're safe?" Zach asked through the comm, "They're not actually moving?"

"No, sir," Danny replied.

"Keep watching them," Zach ordered and Sophie glanced over at the Ood on the deck with them, teeth worrying her lower lip as she eyed them, "And you, Jefferson? Keep a guard on the Ood," he ordered.

"Officer at arms!" Jefferson ordered as he turned readying his gun.

"Yes, sir!" a female member of the Security team replied as she immediately readied her own in response.

"We're on a space base!" Sophie protested alarmed, eyeing the weapons they were totting with wary concern.

"You can't fire a gun in here," Rose exclaimed, "What if you hit a wall?" she asked Jefferson rather concerned at the idea.

"I'm firing stock 15," he informed them, "It only impacts upon organics," he explained before he turned to the member of his team, "Keep watch, guard them," he ordered nodding towards the Ood on the deck.

"Yes, sir!" the woman responded.

"Is everything alright up there?" the Doctor called through the external comm, concerned that he hadn't heard anything from either of his companions, or anyone on the base even, for a while.

"Yeah, yeah," Rose replied quickly glancing briefly over at Sophie, the two exchanging a worried look.

"It's fine," Zach responded.

"Great," Danny replied with heavy sarcasm, before he sighed.

There was a brief silence after that before the Doctor spoke again, "Sparks?" he asked, wanting to hear it from her too, her silence worrying him.

Rose passed her the comm that she'd hurriedly snatched up and Sophie took it from her, swallowing as she depressed the button to reply, "We're fine," she murmured into it, _'For now…'_ she couldn't help but think as she released the button again, glancing over at Rose once more, the blond giving her a small half-hearted smile, that she returned.

"Alright then," the Doctor replied after a short beat.

 ***O*O*O***

"We've found something," the Doctor called into the comm as he and Ida approached an enormous circular slab, "It looks metal," he elaborated as they got closer, eyeing it curiously, "Like some sort of seal," he frowned, "I've got a nasty feeling the word might be 'trapdoor'. Not a good word, 'trapdoor'. Never met a trapdoor I liked," he commented.

"The edge is covered with those symbols," Ida reported as she shined the light of her torch over it, examining it intently.

"Do you think it opens?" Zach asked.

"That's what trapdoors tend to do," the Doctor replied.

"'Trapdoor' doesn't do it justice," Ida breathed as she walked around it, "It's massive, Zach. About thirty feet in diameter."

"Any way of opening it?" Zach questioned.

"I don't know," Ida replied as she shone her torch around it, "I can't see any sort of mechanism."

"I suppose that's the writing, that'll tell us what to do," the Doctor murmured as he frowned at the symbols on the edge of the trapdoor, "The letters that defy translation."

 ***O*O*O***

"Toby," Zach called through the comm again, "Did you get anywhere with decoding it?" he questioned.

Sophie and Rose glanced over at Toby who was still sitting hunched over in his corner, his head in his buried in his arms, "Toby," Rose called to him, "They need to know, that lettering, does it make any sort of sense?"

"I know what it says," Toby murmured quietly.

Sophie frowned, shifting slightly, eyeing Toby in confusion, "You do?" she questioned, before she winced a bit, that presence still making her head ache.

"Then tell them," Rose urged him.

"When did you work that out?" Jefferson asked, frowning as he eyed Toby.

"It doesn't matter, just tell them," Rose insisted.

"It does matter…" Sophie countered, trailing as Toby stood, her eyes widening in alarm as he turned to reveal deep red eyes and his pale skin covered in the ancient letters, "Oh…" she breathed horrified.

"These are the words of the Beast," Toby began his voice much deeper, echoing around them menacingly, "And he has woken."

Rose swallowed as she stared at him wide eyed, backing up a step, her hand finding Sophie's gloved on, clutching it tightly.

Jefferson's expression tightened as he levelled his gun at Toby.

"He is the heart that beats in the darkness," Toby continued in that deep menacing voice, not bothered by the weapon at all, "He is the blood that will never cease. And now he will rise."

"Officer, stand down," Jefferson ordered, "Stand down!"

Toby grinned menacingly at them.

 ***O*O*O***

"What is it?!" the Doctor called into his comm with urgency having heard the commotion happening on the base, "What's he done?" he insisted, "What's happening?" he demanded, "Sparks, Rose, what's going on?!"

Silence… then the crackle of static.

 ***O*O*O***

"Jefferson?" Zach called into the microphone at the central console. He got static and he frowned as he started urgently pushing buttons, "Report! Report!" he called.

More static crackled through and he all but growled in frustration, a hand ripping through his hair, before his hands moved over the controls again, a sense of desperation filling him.

 ***O*O*O***

Toby flexed his arms.

"Officer, as Commander of Security, I order you to stand down and be confined," Jefferson ordered, the barrel of his gun still aimed at Toby, "Immediately!"

"He's come out in those symbols all over his face," Rose spoke into the comm Sophie was still clutching between them, "They're all over him."

Sophie swallowed heavily as only static came through the comm in response as Toby stood considering them with his red gaze.

"Mr. Jefferson," Toby began his gaze focusing on Jefferson, "Tell me, sir… did your wife ever forgive you?" he questioned.

Jefferson stared at him, swallowing heavily, "I don't know what you mean," he tried, lying through his teeth.

"Let me tell you a secret," Toby continued smirking cruelly at the man, "She never did."

Jefferson swallowed heavily again, "Officer… you stand down and be confined," he ordered again, his voice coming out a bit quieter now.

"Or what?" Toby asked tilting his head at the man, almost inquisitively.

"Or under the strictures of Condition Red," Jefferson replied, his voice strengthening again as his grip firmed about his gun, levelling it more steadily at Toby, "I am authorised to shoot you."

"But how many can you kill?" Toby queried, his cruel smirk widening, before he opened his mouth, a low roar escaping from the parted lips as his demonic red eyes glowed. The symbols all but evaporated off his skin and left him in swirls of black smoke that drifted through the air and into the Ood. The tentacled aliens jerking to attention as the possession took hold of them and Toby, himself once more, coughed raggedly before collapsing to the floor.

"Oh… bugger," Sophie breathed with horror, her hand tightening around Rose's as the three Ood on the exploration deck with them turned to face them Jefferson aiming his gun at them, "Bugger… just bugger!"

 ***O*O*O***

"We are the Legion of the Beast," the Ood in Ood Habitation spoke as one, their slanted eyes glowing a menacing red as they continued to stare up at Danny and the member of the Security team on the balcony above them.

 ***O*O*O***

"Sparks?!" the Doctor shouted into the comm, "Sparks, what is it?!" he demanded, "Rose?! Rose?! Sparks?! Both of you, one of you, either of you, respond!" static crackled through the comm again, he turned to Ida, "I'm going back up," he told her before walking back the way they'd come, not giving the woman a chance to respond.

 ***O*O*O***

"Report!" Zach shouted into his comm, "Report! Jefferson, report!" he demanded and continued to get static. He threw up his hands in frustration, "Somebody, report!"

 ***O*O*O***

"The Legion shall be many," the Ood spoke as one holding their glowing orbs out in front of them, raising them towards the balcony Danny and the member of Security were still standing, "And the Legion shall be few…"

 ***O*O*O***

"It's the Ood," Rose spoke into the comm again, static crackled once again in response.

"Sir," Jefferson spoke into his wrist comm, "We have contamination in the livestock," he attempted to report, his gun still aimed at the red eyed Ood.

"Doctor," Rose tried again, speaking into the comm, "I don't know what it is, it's… it's like they're possessed."

Sophie took in a shaky breath, eyeing the Ood that had yet to do more than speak and stare at them, "I don't…" she swallowed thickly, hating the crackle of the static that came through the comm again instead of a response from the Time Lord, "I don't think he can hear us right now. He'd have responded if he could."

"They won't listen to us," Jefferson spoke into his wrist comm again still trying to report the situation in.

Static crackled back.

 ***O*O*O***

"He has woven himself in the fabric of your life since the dawn of time," the Ood continued to speak as one, a single Ood breaking off from the rest, starting up the stairs, heading for the balcony Danny and the member of the Security team were still standing, "Some may call him Abaddon. Some may call him Kroptor. Some may call him Satan…"

Danny frantically turned to the computer as the member of the Security team readied his gun.

"Or Lucifer…" the Ood continued.

"Captain, it's the Ood," Danny shouted into a comm, "They're out of control!"

"Or the Bringer of Despair…"

Danny and the member of the Security backed away as the single Ood slowly approached them, orb still held out in front of it.

"The Deathless Prince. The Bringer of Night," the Ood stood a few feet away from them, before it's glowing communication orb shot out towards them, attaching itself to the Security Officers forehead, electrocuting him. He fell to the floor, dead. Danny stared eyes wide with shock and horror as the Orb shot back into the Ood's hand, he stared a second longer before he turned and fled as fast as he could.

"These are the words that shall set him free."

 ***O*O*O***

Jefferson, Rose, Sophie and the female Security Officer backed away from the Ood that were now advancing on them, completely unmindful of the guns being aimed at them, "Back up to the door!" Jefferson shouted over his shoulder at them.

"I shall become manifest."

"Move quickly!" Jefferson ordered them urgently as they continued to back up towards the door, starting to back up the stairs towards it.

"I shall walk in might."

"To the door!" Jefferson shouted again, "Get it open!" he ordered and the female Security Officer moved to do as ordered.

"My Legions shall swarm across the worlds…"

 ***O*O*O***

The ground began to shake and the Doctor stumbled as he lost his footing, Ida who hadn't moved to follow the Doctor turned her torch to the trapdoor to see the slab slowly opening, "Doctor!" she shouted, "It's opening!"

 ***O*O*O***

The whole base shook and Zach grabbed hold of the central console to steady himself, "We're moving!" he shouted, "The whole thing's moving! The planets moving!" he looked up as the shutters covering the domed overhead window began to open, his eyes locking on the black hole burning above them.

 ***O*O*O***

The Doctor stumbled back up to his feet as rocks rained down on him and Ida. He stood torn for a moment between leaving Ida and continuing on back to the base to Sophie and Rose and turning back and saving Ida as she whimpered, terrified, by the edge of the opening segments of the trapdoor.

He hesitated a moment longer before he started towards her, stumbling and losing his footing again as the ground continued to shake and the rocks continued to fall about them, but he continued on, moving as swiftly as he could back towards Ida and the trapdoor.

 ***O*O*O***

"I am the sin and the temptation. And the desire," the Ood spoke as they continued to advance, "I am the pain and the loss and the dead will come."

"Get that door open!" Jefferson hollered over his shoulder at the three behind him, Sophie and Rose having moved to help the female Security Officer in trying to get the stubborn heavy metal door open.

 ***O*O*O***

The segments of the trapdoor have opened completely and the Doctor and Ida peered down the revealed shaft, struggling to maintain their balance as the shaking continued, neither wanting to fall down it.

 ***O*O*O***

"The gravity field…" Zach shouted desperately as he stared at a diagram on the computer screen with terrified eyes, watching as it showed the planet moving about bizarrely, "It's going! We're losing orbit! We're gonna fall into the black hole!"

 ***O*O*O***

Rose, Sophie and the female Security Officer frantically continued to try to get the door open as Jefferson stood, gun still aimed at the advancing Ood, that continued to speak the words of the Beast.

"I have been imprisoned for eternity. But no more."

"Door sealed," the computer told them again.

"Bleedin' door!" Sophie exclaimed with growing desperation as she yanked at it again, gloved hands beginning to tremble.

"Door sealed."

"Come on!" Rose shouted desperately as she too yanked and shoved at the sealed door as the Ood stalked closer and closer completely unconcerned with the gun being levelled on them.

"Door sealed."

 ***O*O*O***

The Doctor and Ida stumbled back a bit as smoke rose up out of the opened shaft, eyes widening as a dark voice shouted triumphantly.

"The Pit is open. And I am free!"

They stared down at the deep dark shaft, eyes wide with horror as around them the voice laughed darkly, the sound chilling them.


	13. Chapter 12 The Satan Pit

**A/N:** I don't own Doctor Who. Just Sophie my o/c.

 **Disclaimer:** Thank you to everyone who followed/favourited and reviewed last chapter, I appreciate it! Also thank you to **Saberbladeprime** for helping me out again.

 **Also,** just a quick note that I'm thinking that I'll be skipping over rewriting Love and Monsters to include Sophie, just because it is such a Doctor light episode and moving straight to Fear Her next instead, but I'm willing to hear opinions from you guys on that.

 **CHAPTER 12**

 **The Satan Pit**

"Open fire!" Jefferson ordered, left with no other choice as the possessed Ood stalked closer, closing in on the four of them. Sophie and Rose cowered by the door, grasping each other protectively as they cringed back from the gunfire as Jefferson and the female Security Officer shot at the Ood, halting the tentacled aliens advance.

The pair looked up, ears ringing slightly as the shooting stopped, eyes landing on the now dead Ood, releasing each other, before they hurried back down the stairs towards the comm, "Doctor?" Rose shouted into it.

Sophie and Rose shared a concerned glance as they once again got static in return, "Doctor, are you alright?" Sophie tried, more static, she swallowed heavily, still feeling the persistent ache against her temples, that presence against her shields, "…Ida?"

Static… the two shared another look.

"Doctor, can you hear us?" Rose tried again and Sophie's teeth sank anxiously into her lower lip as more static crackled through the comm, "Doctor? Ida? Are you there?"

Static crackled through again.

"Open door 25," the computer suddenly announced, Sophie and Rose gasped sharply, eyes widening in alarm as they turned their heads to look back at the door, whilst Jefferson and the female Security Officer spun fully, weapons levelled on the door as it swung open.

Danny bolted through the door, "It's me!" he cried alarmed as he screeched to a halt just in front of the door. Sophie and Rose breathed soft sighs of relief, whilst Jefferson and the Security Officer lowered their guns. Danny lowered the arms he'd raised in surrender, "But they're coming," he warned as he turned back to the open door and slammed it shut.

"Close door 25."

"It's the Ood," Danny continued, looking over his shoulder at them as he twisted the wheel on the door, securing it closed, "They've gone mad."

"How many of them?" Jefferson demanded as Danny turned to face them.

"All of them! All fifty!"

"Danny, out of the way," Jefferson demanded as he marched towards the door Danny was standing in front of, only for the younger man not to move, "Out of the way!" he demanded with more ferocity as he pushed Danny out of his way.

"But they're armed! They're dangerous!" Danny protested as Jefferson started to open the door, "It's the interface device," he hurried to explain, "I don't know how, but they're using it as a weapon."

Sophie and Rose looked up from the comm again at that, the pair having gone back to trying to get in contact with the Doctor and Ida on the planet's surface. Sophie glanced over at the lifeless Ood, blue eyes going to the now dull communication orb they were carrying. She turned her wary gaze to Jefferson, "Perhaps you shouldn't…"

"Open door 25," the computer announced and Sophie trailed as Jefferson swung the door open completely, revealing red eyed Ood standing directly behind the door. They watched horror struck as the Ood at the front of the row of Ood that were standing single file behind the now open door reached out in the next instant, touching the glowing orb in its hand to the female Security Officers forehead.

Sophie flinched, her eyes wide with horror, as the woman let out an agonised scream, before she collapsed to the floor, dead. She felt Rose's hand grasp at her own tightly, the pair cringing again as gunshots rang out loudly through the exploration deck again as Jefferson opened fire on the Ood in retaliation.

 ***O*O*O***

"Close door 1," the computer announced as Zach closed the door to the control room behind him, he started to run down the corridor only to skid to a halt as his gaze landed on red eyed Ood advancing along the corridor towards him, glowing communication orbs held out in front of them. He stared for a brief moment before he turned on his heel and bolted back the way he'd come, glancing behind him anxiously as he spun the wheel on the door as fast as he could, "Open door 1," the computer announced as he got it open. He dashed through it, before he turned slamming the door closed behind him.

"Close door 1."

Zach leaned against the door for a moment before he shifted, reaching for the control panel by the door, his fingers moving over the buttons, "Lockdown," he called urgently into it, "Seal door 1," he ordered.

"Lockdown door 1," the computer confirmed as Zach started for the central console, swiftly pushing a couple more buttons on a couple of control panels as he walked swiftly around to the comm…

 ***O*O*O***

Danny had only just finished respectfully covering the deceased Security Officer's body when the Acting Captain's voice crackled through Jefferson's wrist comm, "Jefferson, what's happening out there?"

"I've got very little ammunition, sir," Jefferson reported back into his comm, as he stood by the computer, where Rose and Sophie still stood, the blond still grasping the comm attached to it, "How about you?"

There was a moment of silence, the comm crackling quietly as they waited, "All I've got is a bolt gun," Zach replied, "With uh… all of one bolt. I could take out a grand total of one Ood. Fat lot of good that is."

Jefferson leaned an arm against the computer, his brow furrowing, "Given the emergency…" Sophie and Rose stared at him, "I recommend strategy 9."

"Strategy 9," Zach repeated, before they heard him sigh, "Agreed. Right, we need to get everyone together. Sophie? Rose? What about Ida and the Doctor? Any word?"

Sophie shook her head, bells chiming softly, her brow scrunched in concern, "Not a thing," she murmured in response, before a heavy sigh escaped her.

"Can't get a reply," Rose murmured glancing briefly over at Sophie, "Just nothing," she continued helplessly, "We keep trying, but it's…"

"No!" the comm crackled as the Doctor's voice came through it and both Sophie's and Rose's gaze snapped to it, relief flooding them at the sound of his voice, "Sorry, sorry!" he apologised, "I'm fine, still here!"

In the next moment Rose was scowling at the comm in irritation, "You could've said something you b…"

 ***O*O*O***

The Doctor winced as the comm screeched loudly with feedback, "Whoa!" he exclaimed, "Careful!" he chided.

The comm crackled quietly again, "You're fine _and_ in one piece, right?" Sophie's voice came a second later.

"Yep!" the Doctor smiled, "Fine and in one piece, the spacesuit too!"

 ***O*O*O***

Sophie and Rose smiled slightly at that, before responding in sync, "Good!"

"Anyway," the Doctor continued, comm crackling a bit as he spoke, "It's both of us, me and Ida. Hello!" Jefferson and Danny sagged a bit in relief and there was a soft relieved sigh through the comm from Zach, "But the seal opened up. It's gone," Sophie frowned at that, a hand coming up to rub at her throbbing temples briefly, and Rose frowned a bit eyeing her once again in concern, "All we've got left is this chasm."

"How deep is it?" Zach asked.

"Can't tell," the Doctor responded, "It looks like it goes down forever."

"The pit is open…" Rose breathed trailing.

"And I am free…" Sophie murmured quietly, pensively.

Rose swallowed glancing over at Sophie again, the two exchanging a disquieted look, "That's what the voice said."

"But there's nothing… I mean… there's… nothing coming out?" Zach asked.

 ***O*O*O***

"No, no," the Doctor replied as he and Ida stood at the edge of the trapdoor peering down into the deep dark shaft, "No sign of the Beast."

 ***O*O*O***

Sophie grimaced slightly, a hand reaching up to loosen her low ponytail in the hopes it'd help ease some of the thrumming uncomfortable throb at her temples… against her shields, "Just cos you can't see it, doesn't necessarily mean anything."

"True…" the Doctor replied.

"It said Satan," Rose murmured fearfully and Sophie glanced over at her, before taking her hand in her gloved one giving it a comforting squeeze as Rose grasped it back tightly as she sucked in a shaky breath.

"Come on, Rose. Keep it together," came the Doctor's response.

"Is there no such thing?" Rose asked, glancing at Sophie briefly, before looking back to the comm in her hand, "Doctor?" she prompted.

Silence.

Rose swallowed at the lack of answer, "Doctor, tell me there's no such thing," she prompted again, only to get more silence. She glanced at Sophie again, "Please…" she whispered so softly as practically mouthed it.

Sophie stared back, unable to say anything herself, because she honestly didn't know the answer. She shifted, pulling Rose into more of a hug and the blond let out another shaky breath as she leaned into it.

"Ida?" Zach's voice crackled through the comm again, "I recommend that you withdraw. Immediately."

 ***O*O*O***

Ida frowned, "But… we've come all this way!" she protested.

"Ok, that was an order," Zach reiterated, "Withdraw. With that thing open, the whole planet shifted. One more inch and we fall into the black hole. So, this thing stops right now."

"But it's not that much better up there with the Ood," Ida pointed out.

The Doctor's jaw clenched at that as he stood with his back now turned to the open trapdoor, staring back the way they'd come.

"I'm initiating strategy 9," Zach replied, "So I need the two of you back up top immediately, no ar…" his voice cut off as Ida turned off the comm on her wrist and the Doctor turned back around to look at her, his brows raised in question.

Ida met his gaze levelly, "What do you think?" she asked him.

"I think they've an order," the Doctor stated.

"Yeah," Ida agreed, "But… what do you think?" she persisted stubbornly.

The Doctor put a foot on the edge of the trapdoor, peering down into the deep darkness again, his brow furrowed, "It said, 'I am the temptation'," he murmured.

"If…" Ida swallowed not sure that she wanted to believe that something really was, "If there is something down there… why is it still hiding?"

"Maybe…" the Doctor hesitated, his expression pensive, "We opened the prison but not the cell," he suggested.

"We should go down," Ida determined, "I'd go," she stated with certainty, before eyeing the Doctor questioningly once more, "What about you?"

"Oh!" the Doctor exclaimed, "Oh, in a second, but then again…" he let out a low half laugh and turned to her, "That's so human. Where Angels fear to tread. Even now standing on the edge. It's that feeling you get. Yeah?" he looked back down into the depths of the pit, insanely curious and yet conflicted, "Right at the back of your head," he continued musingly, "That impulse… that strange little impulse… that mad little voice saying, 'go on… go on… go on… go over, go on…' maybe it's relying on that. For once in my life… Officer Scott… I'm going to say…" he turned his gaze from the depths of the pit to look at her, "Retreat…" he sighed lowly as he pulled his foot back from the edge of the pit, "Now I know I'm getting old," he muttered, though really that wasn't it… it was Sophie, his Sparks and Rose up on that Base, in danger… he turned the comm on the spacesuit back on, "Sparks, Rose, we're coming back up," he called into it and beside him Ida sighed in disappointment, having hoped for a different response.

 ***O*O*O***

Sophie breathed a sigh of relief and exchanged a relieved smile with Rose, "Best news we've heard all day!" the blond called into the comm.

"We'll see you soon," Sophie murmured into it.

Jefferson released the safety catch on his gun with an efficient movement, before levelling it at Toby, who'd yet to regain his feet, his eyes hard. The action drawing alarmed gazes from Sophie, Rose and Danny, whilst Toby stared up at him, eyes wide with fear.

"What're you doing?!" Rose demanded, frowning.

"He's infected," Jefferson replied and Sophie turned her gaze from Jefferson to the terrified Toby as he trembled on the floor, her brow scrunched as she eyed him, half tempted to reach out… to check, just to be sure that the thing that had possessed him was truly gone, but she could still feel that presence against her shields and…

"He brought that thing on board," Jefferson continued tersely, "You saw it," he bit out through gritted teeth.

Sophie's teeth worried her lower lip, her heart pounding against her ribcage, her head continuing to throb uncomfortably, her eyes met his and suddenly she realized that she didn't need to mentally check to sure… those eyes, they were so human… so afraid… "He's not," she murmured softly still staring at the terrified Toby as Rose crossed her arms as she stared incredulously at Jefferson, "He's himself."

Rose nodded sharply in agreement still eyeing Jefferson with narrowed eyes, whilst Jefferson's fingers shifted over his gun ever so slightly, his finger toying with the trigger, not squeezing it, but not moving to lower the weapon either, "You can't know that," he replied shortly without taking his hard eyes off the cowering Toby.

"I…" Sophie began only to trail, wincing in pain as the throbbing at her temples sharpened in intensity and she raised a hand pressing her palm against her forehead, her breath seizing, horrified in her chest as she suddenly heard horrible, dark menacing laughter in her mind, laughter tinged with cruel triumph.

"Are you going to start shooting your own people, now?" Rose demanded approaching Jefferson, shifting to stand in between Jefferson and Toby, "Is that what you're gonna do? Is it?"

"If necessary," Jefferson responded, a tick going in his jaw.

"You can't!" Sophie snapped forcefully, her hand coming down from her forehead, not sure if in that moment she was talking to Jefferson or to the Beast that she could still hear laughing in her mind, her head continuing to throb sharply now… or to the both of them…

' _You can't be…!'_ she thought with horrified desperation… she was behind her shields… she shouldn't be hearing it! She shouldn't be…! Not in her head, not like this! Her heart pounded as the dreadful menacing laughter continued, chilling her.

Rose nodded firmly, arms crossing over her chest as she glowered at Jefferson, "Exactly, you can't!" she stated, "And if you want to, you'll have to shoot me 'if necessary'," she declared stubbornly not moving as Jefferson continued to point his gun at her.

Sophie shot her gaze to Rose alarmed at what she'd just heard from the blond, the awful laughter finally beginning to fade.

"So, what's it gonna be?!" Rose demanded, before Sophie could move to say anything.

The petite brunette turned her gaze to Jefferson, starting to slowly move towards him herself, her heart still pounding as her head did, "Don't!" she warned him as the man seemed to pause, his gaze locked on Rose.

Rose shifted to kneel next to the cowering Toby, "Look at his face," she gestured to his pallid face, "Whatever it was, it's gone. It's passed to the Ood. You saw it happen. He's clean."

Jefferson remained silent for a long moment, considering as he stared at the clearly terrified Toby, who stared back wide-eyed as he breathed heavily, "Any sign of trouble…" he began lowering his gun, "I'll shoot him," he said flatly, completely serious as he turned and stalked away, his expression rather grim as he came to stand beside Danny who'd remained silent, though anxious throughout the entire exchange.

Rose stared after him a moment, before she turned to Toby who was still breathing heavily, "Are you alright?" she asked concerned.

"Yeah…" Toby trembled, his voice shaky, sounding close to tears, "I…" he shook his head, swallowing heavily past a large lump in his throat, "Dunno."

"Can you remember anything?" Rose asked.

"Just…" Toby swallowed heavily again, glancing frantically about the room in terror, "It was so angry. It was… fury and rage… death…" his terrified gaze flicked to Rose, "It was him," he breathed with horror, "It was the devil."

"Come here," Rose murmured and drew Toby into a comforting hug. Toby clung to her, his eyes still wide with horror.

Rose's disquieted gaze landed on Sophie as the brunette kneaded her forehead with the palm of her hand, concerned the blond gently disentangled herself from Toby who slumped back as he continued to stare with horrified eyes, just breathing as he flicked his gaze about the exploration deck fearfully.

"Soph?" she murmured softly as she came up beside her and the curly haired brunette looked up, "You ok?" she asked quietly observing as Sophie winced in pain, "I thought your headache had gone…"

Sophie swallowed heavily, "It came back…" she all but whispered she spoke so quietly, glancing briefly over at Jefferson and Danny as they stood by the monitor, before glancing at the still severely shaken Toby.

"Oh…" Rose frowned before her eyes widened in horrified realization as she stared at Sophie… Sophie who was a human telepath, "Oh!" she breathed, meeting Sophie's hazel flecked blue eyes, seeing the fear in them as she peered into them and then she was hugging her 'big sister' tightly, clutching her, "You're gonna be ok, Soph," she murmured her voice wavering slightly as the brunette hugged back, "The Doctor will be back soon…" she swallowed heavily, "He'll know what to do," she murmured.

Sophie gave a small nod, squeezing her eyes closed as her head throbbed sharply, the pain seeming to worsen for a brief moment.

' _Do you really think she means that?'_ the Beast's dark voice reverberated in her head and Sophie swallowed heavily her eyes snapping open at the sound of it in her mind, _'That she doesn't fear you? As those in the orphanage did?'_

Sophie grimaced, fear clawing at her insides, even as pain lanced through her heart at the idea. Her jaw tightened as she gritted her teeth and hugged Rose tighter, refusing to respond to it as she tried to slam the shields closed tighter, hoping to throw its voice from her head.

 ***O*O*O***

"What's strategy 9?" the Doctor asked Ida as they trudged back along the rocky wall towards the capsule.

"Opens the airlocks…" Ida replied, "We'll be safe inside the lockdown…" she explained further, "The Ood will get thrown out into the vacuum."

The Doctor frowned at her, "So, we're going back to a slaughter?" he questioned unhappily as they trudged up to the capsule.

Ida paused at the entrance to it, turning to him, "The devil's work."

 ***O*O*O***

Jefferson, Danny, Sophie and Rose stood by the mineshaft, watching the monitor that displayed the capsule as they waited for the Doctor and Ida to make contact, "Ok, we're in," Ida's voice crackled through the comm, "Bring us up."

"Ascension in…" Jefferson called staring at the monitor.

Rose smiled in relief whilst Sophie stared at the monitor intently, wincing as she heard the Beast laughing darkly again the sound echoing in her mind and swallowed heavily, a horrible feeling sinking deeply into her gut as she tried to block out the awful sound, her teeth sinking into her lower lip, worrying it anxiously.

"Three… two… one," Jefferson hit the necessary switch to bring the Doctor and Ida up from the planet's surface.

The lights went out on the exploration deck, in the control room and in the capsule, as the mechanism failed. From where he was still sitting a short distance from the monitor, Toby glanced around the now dark exploration deck with paranoid eyes, his breathing starting to pick up speed again in growing fear.

Sophie thought for a brief moment that she'd succeeded in blocking out the Beasts menacing laughter when it stopped as suddenly as it had started, only for the deep voice to rasp out of the darkness of the base, seeming to come from everywhere as it rang out throughout the sanctuary base.

"This is the darkness. This is my domain."

Jefferson, Danny, Sophie and Rose turned their eyes back to the monitor as the image on it changed, showing instead several of the Ood, orbs glowing and staring menacingly at them through the grainy screen of the monitor.

"You little things that live in the light… clinging to your feeble suns… which die in the…"

"That's not the Ood," Zach's voice came through the comm, his voice carrying over that of the menacing voice that was using the Ood to speak to them, "Something's talking through them."

"Only the darkness remains."

"This is Captain Zachary Cross Flane of Sanctuary Base Six, representing the Torchwood Archive. You will identify yourself."

"You know my name."

"What do you want?" Zach demanded.

"You will die here. All of you," the Beast replied and Jefferson shifted readying his weapon, whilst Rose took Sophie's hand the brunette clasping it back just as tightly as she winced as her head continued to pound sharply, "This planet is your grave."

"It's him," Toby trembled fearfully, drawing the gazes of the four by the monitor, "It's him. It's him…"

"If you are the Beast," the Doctor's voice came through the comm, "Then answer me this. Which one? Hmm? Cos the universe has been busy since you've been gone. There's more religions than there are planets in the sky. The Archivits… Pordonity, Christianity…" he began to list a few, "Pash-Pash… New Judaism… Sanclar… Church of the Tin Vagabond, which devil are you?"

"All of them."

Sophie felt Rose's hand tighten further about hers, and her own squeezed back in response as she screwed her eyes closed against the pain in her head, only to snap them open again at seeing the image of a horned beast behind her closed lids and she sucked in a shaky breath, hand twitching around Rose's, prompting the blond to squeeze her hand.

"What, then you're the truth behind the myth?" the Doctor asked sceptically.

"This one knows me, as I know him. The killer of his own kind."

"How did you end up on this rock?" the Doctor posed another question, ignoring its previous comment.

"The Disciples of the Light rose up against me. And chained me in the pit for all eternity."

"When was this?" the Doctor queried.

"Before time."

"What does that mean?!" the Doctor pressed.

"Before time."

"What does 'before time' mean?" the Doctor demanded.

"Before light and time and space and matter," the Beast expounded, "Before the cataclysm. Before this universe was created."

"That's impossible," the Doctor protested, "No life could have existed back then."

"Is that your religion?" the Beast asked, it's deep raspy tone coming out mildly amused and mocking this time.

"It's a belief," the Doctor replied.

"You know nothing. All of you, so small," the Beast laughed scathingly, "The Captain, so scared of command."

 ***O*O*O***

In the control room Zach swallowed heavily, his hand tightening around the bolt gun he was holding, letting out a low slightly shaky breath.

 ***O*O*O***

"The soldier, haunted by the eyes of his wife."

Jefferson stiffened, his eyes widening, hands shifting his grip on his gun.

"The scientist, still running from daddy."

 ***O*O*O***

In the capsule, Ida inhaled sharply as she shifted uncomfortably.

 ***O*O*O***

"The little boy who lied…"

Danny frowned as he too shifted uncomfortably as he glanced at the others that were on the exploration deck with him.

"The virgin…"

Sophie frowned grimacing slightly as her head continued to thrum painfully, wondering if it possibly meant her, but Toby turned uncomfortably where he was sitting, his body on edge, sweat beading on his brow.

"The lost girl, so far away from home…"

Sophie and Rose glanced at each other clasped hands tightening wondering which one of them it meant, "The valiant child who will die in battle so very soon…" their faces paled, clasped hands tightening further.

"Doctor," Rose gasped fearfully, "What does it mean?"

"And the unlikely girl, who doesn't have a home," the Beast continued before the Doctor could respond and Sophie's breath stuck in her throat, "The lost, lonely girl who will die at the hands of a renegade traveller."

Sophie took a breath, fear churning at her insides, her head throbbing sharply as she stared at the monitor in front of them displaying the menacingly glowering Ood, "I'm not lost," she denied as firmly as she could, her voice wavering only slightly, "And I'm not lonely! I'm not!" she denied, she wasn't, not anymore.

"Aren't you?" the Beasts laughed menacingly, "You, who doesn't even know what you are? Not even your Doctor can figure that out, not even with the answers right in front of him, if only he'd care to see them."

"Sparks, don't listen…" the Doctor began.

"How will you save her, you who call yourself Doctor, when you can't even put the pieces of the puzzle together…"

"Doctor, what does it mean?" Rose asked again, her voice still trembling as she continued to clutch at Sophie's hand.

"Rose, I'm telling you both, don't listen to it," the Doctor called through the comm again with growing urgency.

"You both will die… and I will live," it declared and the footage of the Ood on the monitor cut abruptly, and was replaced in the next instant with a roaring horned beast, the same one Sophie had seen behind her closed lids, before it disappeared.

"What the hell was that?" Danny asked his voice shaking with terror.

"I had that thing inside my head," Toby moaned hoarsely as he stared at the monitor where the image of the horned beast had been, eyes wide with horror once again.

"Doctor, what did it mean?" Rose called into the comm again, her voice high with panic, her hand still tight about Sophie's.

"What do we do?" Danny questioned frantically, "Jefferson?" he turned to the Commander of Security for an answer.

"Captain?" Jefferson spoke urgently into his wrist comm, "What's the situation on strategy 9?"

"Zach, what do we do?" Danny cried frantically into his own.

"What if I can fix it?" Toby muttered anxiously, "… the black hole, everything's true."

Sophie rubbed at her temples with her free hand her head still pounding sharply, that sinister laughter tormenting her once again, "Guys, please…" she tried, trying her hardest to remain calm as she glanced about at the others with her as they panicked around her, speaking over each other in their fear, "This is what it wants…"

"Captain, report," Jefferson called into his comm, either not hearing her or ignoring her.

"We've lost pictures…" Zach responded.

"Doctor, how did it know all of…" Rose spoke over Zach into the comm she was holding, voice still pitched high with panic.

"Did anyone get…" Ida began.

"Jefferson?" Zach questioned, his voice rising briefly over the din.

 ***O*O*O***

"Stop…" the Doctor spoke into the comm, trailing as Rose interrupted him.

"What did it mean?" the blond repeated her question, sounding close to tears to him.

"Rosie," he heard Sophie speak again her voice sounding strained through the comm, "This isn't helping…"

"But what did it mean, Soph?" Rose cried panicked.

"Everyone just stop…" the Doctor tried again only to be interrupted again, no one paying the slightest attention.

"What do we do?" Danny asked.

"Report," Jefferson demanded.

The Doctor sighed, his patience wanning as irritation spiked, already feeling on edge as it was after that conversation with entity claiming to be _the_ devil. He shifted the communication device, moving it towards one of the speakers in the capsule…

 ***O*O*O***

They all jumped as feedback suddenly screeched through the comm and Sophie grimaced, the shrill sound not really helping the sharp pounding against her temples.

"You want voices in the dark, then listen to mine," the Doctor spoke into the ensuing silence, "That thing is playing on very basic fears. Darkness, childhood nightmares, all that stuff."

"But that's how the devil works," Danny replied his voice still tremoring with panic.

"Or a good psychologist," the Doctor rebutted.

"But…" Ida hesitated briefly comm crackling quietly, "How did it know about my father?" she questioned quietly, her voice still slightly shaky.

There was a brief silence before the Doctor spoke again, "Ok," he conceded with reluctance, "But what makes his version of the truth any better than mine, hmm?" he asked, "Cos I'll tell you what I see. Humans. Brilliant humans. Humans who travel all the way across space. Flying in a tiny little rocket right into the orbit of a black hole! Just for the sake of discovery, that's amazing! Do you hear me? Amazing. All of you. The Captain, his Officer, his elders, his juniors, his friends. All with one advantage. The Beast is alone. We are not. If we can use that to fight against him…"

There was a sudden loud bang that cut the Doctor off, and they watched horrified as the cable frayed before it snapped and fell down the deep shaft.

 ***O*O*O***

"The cables snapped!" Ida yelled as they looked up to see the thick heavy cable plummeting towards them.

"Get out!" the Doctor yelled back and the two all but threw themselves out of the capsule, landing in a heap on the ground a moment before the steel cable landed inside the capsule with a heavy thump.

 ***O*O*O***

The base shook and dust wafted up into the exploration deck from the mineshaft. Sophie flinched sharply as that cruel, deep, menacing laughter assaulted her again, it's tenor once again triumphant, her gloved hands tight around the railing, her head seeming to pound now with the rhythm of the loud guffawing.

"Doctor!" Rose called into the comm, her eyes wide with alarm, "We lost the cable! Doctor, are you alright?!"

Sophie swallowed heavily past the lump in her throat at the following silence, _'Doctor…'_ she thought, her hands trembling around the railing.

' _He's lost to you,'_ the voice of the Beast taunted her and Sophie gritted her teeth as she gave her head a shake trying to block it out.

"Doctor!" Rose called into the comm again.

"Please respond…" Sophie pleaded, they received more silence from the comm, "Please…"

The Beast laughed at her again, the sound derisive, _'I told you, he's lost to you.'_

"Comms are down," Zach reported through the internal comm system.

"Ok…" Sophie murmured, "So, he… they, could still be ok…" she said, trying to reassure herself whilst ignore the free guffaws of laughter that rang through her head, chilling her.

"Doctor?" Rose called into the comm again, "Doctor can you hear us?"

Sophie swallowed again, glancing over at Rose, "The comms are down," she reminded her softly, her voice tremoring slightly as the Beast continued to laugh.

Rose glanced over at her, meeting her gaze, "Can you…" she trailed heavily as Sophie shook her head in the negative, bells chiming lowly.

"I can't…" the petite brunette hesitated glancing briefly at Danny and Jefferson who were both standing with them, before returning her gaze back to Rose, "Not with…" she trailed again as Rose nodded stiffly in understanding.

"I've got life signs," Zach's voice came over the comm again, "But we've lost the capsule," he informed them.

"They're alright, though," Sophie murmured with relief.

Rose nodded again and swiftly turned back to the comm in her hand, unable to help herself, "Say something," she urged, "Are you there?"

"There's no way out," Zach told them, "They're stuck down there."

Sophie stiffened again, "They can't be!"

' _I told you.'_

' _Shut up!'_ Sophie snapped mentally, her eyes beginning to prick painfully as that awful laughter started up again.

 ***O*O*O***

The Doctor and Ida picked themselves up off the ground, brushing themselves off, "How much air have we got?" the Doctor asked.

"Sixty minutes," Ida replied immediately before she checked her wrist device, "Fifty-five," she corrected herself.

 ***O*O*O***

Sophie Rose, Jefferson and Danny peered down the mineshaft, "But we've got to bring them back," Rose exclaimed.

Jefferson shook his head, "They're ten miles down," he began to explain drawing their gazes from the shaft, "We haven't got another ten miles of cable."

There was a sudden loud bang on door 25, the sound making them all jump and they turned to look at the door with alarm.

' _One by one, you will all die here,'_ Sophie heard the voice of the Beast whisper menacingly to her as Jefferson raised his arm to speak into his wrist comm. The banging continuing.

' _Don't listen to it,'_ Sophie urged herself as her insides twisted uncomfortably and her head continued to throb painfully.

"Captain?" Jefferson called into it as Sophie rubbed at her temples again, her teeth gritting against the fear clawing at her, "Situation report."

 ***O*O*O***

Zach glanced up as banging sounded at the door to the control room. He got up and walked over to it, opening the small round window. He peered through it to see a red eyed Ood staring back at him, a pair of enormous pliers in its hands.

Zach sighed as he raised his arm to speak into his wrist comm, "It's the Ood. They're cutting through the door bolts. They're breaking in."

 ***O*O*O***

"Yeah," Jefferson replied as he turned from checking on door 25 and started back down the staircase, "It's the same on door 25," he reported.

"How long's it gonna take?" Rose asked frowning as she turned her gaze from door 25 to Jefferson as he re-joined them.

"Well, it's only a basic frame," Jefferson explained, "It should take ten minutes," there was another loud bang as another bolt was cut, "Eight," he adjusted.

"Ok…" Sophie murmured with a grimace, resisting the urge to massage her temples again, "Eight minutes."

' _Eight minutes to die,'_ the Beast taunted, it's voice whispering through Sophie's consciousness, despite her best efforts to block it out.

"I've got a security frame," Zach told them through the comm, "It might last a bit longer, but that doesn't help you."

"Right," Rose breathed and nodded determinedly, trying not to let panic grip her, "So, we need to stop them, or get out, or both."

"I'll take both, yeah?" Danny muttered with sarcasm, "But how?"

"We've got eight minutes," Sophie murmured, grimacing again as pain stabbed through her temples and her jaw threatened to lock as she gritted her teeth, "Eight minutes to work that out," she managed to get out, her mind racing as she tried to think through not just her fear, but the growing pain at her temples.

Rose gazed at her, eyes concerned, before she nodded with growing determination, "Yeah! You heard the Doctor. Why do you think that thing cut him off? Cos, he was making sense. He was telling you to think your way out of this!"

Sophie gave a nod, "Yeah, to think and work together…" she trailed grimacing heavily, hand coming up to press heavily against her temples.

Jefferson frowned as he eyed the brunette a touch suspiciously, his hands shifting around his gun again, "What's wrong with you?" he demanded.

"There's nothing wrong with her!" Rose snapped back at him, eyeing the gun in his hands contemptuously as Jefferson, Danny and Toby stared at her and Sophie in disbelief. She turned back to her 'big sister', eyes full of concern, "Come on, Soph!" she urged her voice lowering, "You can fight this," she swallowed heavily, meeting Sophie's pained blue eyes directly, "I know you can!"

"Fight what?!" Jefferson demanded, the blonde's voice not having been low enough for him and Danny not to hear, his hands tightening around his gun now, preparing to level it at the curly haired brunette if necessary.

Rose stiffened and Sophie inhaled sharply as fresh pain lanced through her and the Beast's voice seared through her mind painfully, making her wince sharply.

' _What do you think these humans would do if they knew?'_ it taunted and Sophie couldn't help but flinch, panic threatening to flare up inside of her.

"That's not nothing," Danny exclaimed eyeing Sophie's sweaty brow and pained countenance nervously.

"What's not nothing?!" Zach called urgently through the comm, frustration edging into his voice once again.

Sophie swallowed heavily, mind racing, anxiety burning under her skin as her heart pounded in fear, "I'm a telepath," she admitted lowly.

"Soph?!" Rose exclaimed surprised at how candid she'd been about it.

Sophie shook her head, grimacing heavily, "This thing… whatever it is, is playing with us and they," she swallowed, "They should hear it from me."

"You're a telepath…?" Jefferson repeated with a frown his hands still holding his gun at the ready if not quite pointed at the brunette yet.

"Yeah…" Sophie nodded a bit sharply, "High level, according to the Doctor," she muttered with another grimace whilst Danny stood gaping at her in shock, his eyes wide with it as he stared at her, "It's using that to hurt me," she explained.

Jefferson stared at her, fingers toying with the gun in his hands, his brow still furrowed and Rose glowered at him shifting so that she was in front of the brunette, her hands perched on her hips, "You even think about pointing that gun at her and I'll…"

Jefferson seemed to flinch and he lowered the gun slightly with a heavy sigh, eyes conflicted and bit far away in that moment, before he gathered himself again, "Same goes for her as it does for him," he gestured over at Toby who flinched at the reminder, "Any sign of trouble and I shoot," he warned.

"And you'd have to go through me first!" Rose snapped, continuing to glower at him, all the while wishing that the Doctor was with them on the base, or that they could still reach him with the comms.

"Rosie, it's ok," Sophie interjected softly.

The blond immediately bristled and whirled away from Jefferson to face her 'big sister' again as Zach's voice came over the comm again.

"Jefferson?"

Jefferson still watching the two women who'd arrived on broad with the Doctor, raised his arm and spoke into the comm, "Situation under control, sir."

"No, it's not!" Rose exclaimed unhappily, her hands still on her hips.

"It's ok," Sophie repeated, "Cos it's not gonna happen," she assured with more confidence than she felt and attempted a smile for her 'little sister', her head throbbing sharply the whole while, "I'm a survivor, remember?" and grimaced as that guffawing laughter echoed through her head again, making the sharp throb all the worse.

Rose nodded, still eyeing the brunette, "Right," she mumbled but smiled back, eyes starting to water just a bit, "Yeah!" she said firmer.

"Bloody hell," Danny murmured still eyeing Sophie with wide eyes and Rose shot him a glowering look that had him raising his hands in surrender, "Sorry, it's just… I've never met a humanoid telepath before. Under other circumstances, I'd be thrilled… giddy even."

Rose and Sophie eyed him a moment longer, "Right…" the petite brunette muttered a bit uncertain, before she gave herself a bit of a shake, that had actually gone a lot better than she'd expected it to, "Now," she murmured as she glanced at Jefferson and then to Danny and then Rose, "We should really get back to brainstorming," she stated, her gaze going to the door the Ood were trying to get through, highly aware of the time that they were wasting.

Rose nodded her gaze flicking about the members of the crew, "Come on!" she urged them encouragingly, "Think!"

Sophie grimaced again, mind continuing to race as she wiped at her sweaty forehead the feel of it cooling on her skin distracting her, along with the pain stabbing against her temples, she looked up at the powerless lights above them, scrunching her brow at them, "Being able to see would be a good start… get us out of the darkness," she muttered.

' _Do you really think being able to see will save you? The Darkness is all about you, this entire planet is blanketed in it.'_

Sophie gritted her teeth at the sound of its dark whisper in her head, but otherwise didn't respond to it.

"Lights!" Rose exclaimed with a bit of exasperation as she eyed the silent crew members. She nodded as she glanced about the dark exploration deck, "We need some lights! There's gotta be some sort of power somewhere."

"There's nothing I can do. Some Captain," Zach sighed bitterly through the comm, "Stuck in here, pressing buttons."

"There's lots you can do with the press of a button," Sophie replied encouragingly, grimacing slightly again, "And you've got control panels full of 'em."

"Exactly, that's what the Doctor meant!" Rose exclaimed shooting Sophie a quick grin, receiving a smaller, slightly strained one in return, "Press the right buttons."

"They've gutted the generators," Zach exclaimed with exasperation in response, "But," he continued his voice brightening with realisation, "The rocket's got an independent supply. If I could reroute that… Mr. Jefferson? Open the bypass conduits," he ordered, "Override the safety…"

Jefferson shifted, setting down his gun within easy reaching distance as he started pressing the appropriate buttons to do as commanded, "Opening bypass conduits, sir."

"Channelling rocket feed in three… two… one…" Zach counted down, "Power."

The lights flickered on and Sophie let out a relieved breath lips quirking up into a small smile as Rose clapped once with exhilaration, "There we go," she cheered.

"Let there be light!" Danny exclaimed with an enthusiastic, relieved laugh.

"What about that strategy 9 thing?" Rose asked.

Jefferson shook his head as Rose and Sophie looked at him for an answer, "Not enough power," he informed them, "It needs a hundred percent."

Sophie nodded, the bells in her ears giving a soft chime, her brow scrunching in thought, before she grimaced slightly as that horrid guffawing laughter assaulted her again… distracting her. Why was it laughing so much…? She rubbed at her temples, and why was it making her hear it?

"Alright," Rose muttered as she turned concerned eyes from Sophie, "We need a way out. Zach, Mr. Jefferson, you start working on that," the blond turned away as Jefferson gave a bit of a nod and turned back to the panel he'd been used to open the bypass conduits, "Toby," Rose called as she started towards the blond man that was still sitting apart from them.

Sophie moved to follow, only for a fresh lance of sharp agonising pain to lash across her temples as her gaze landed on Toby who'd looked up at the sound of his name. She changed direction on instinct moving a short distance around the railed off mineshaft instead, massaging her temples, her brow scrunched heavily as that horrid laughter continued and her entire head seemed to throb in protest now, a fresh sweat breaking out over her brow. She squeezed her eyes shut against it only to get another image of that silently roaring horned beast against her closed lids making her snap them open again. She leaned heavily against the railing and stared down the mineshaft, her brow still scrunched heavily as her mind raced.

"What about you?" Rose asked Toby as she approached where he was sitting.

Toby stood, limbs trembling slightly, "I'm not a solider," he muttered glancing anxiously over at Jefferson, before looking back to Rose, "I can't do anything."

"No," Rose replied, before giving him a bit of an encouraging nudge and a smile, "You're the archaeologist. What do you know about the pit?"

"Well, n-n-nothing," Toby stuttered a bit, shifting nervously as Rose's smile dimmed a bit, "We can't even translate the language."

"Right," Rose sighed and nodded sadly as she turned away, her gaze landing on Sophie, concern for her 'big sister' rising again at seeing her massaging her temples as she leaned against the railing around the mineshaft, obviously in intense pain again.

"H-Hold on," Toby called after her, still stumbling over his words slightly, "Maybe…"

Rose spun back around to face him, "What is it?" she asked more sharply than she had intended, and she offered him an apologetic smile as he shifted nervously in front of her again.

"S-S-Since that thing was i-i-inside my head," Toby stuttered anxiously as he hurried to get them out, "It's like the letters made more sense."

"Well…" Rose blinked at him as he continued to just stare at her anxiously, "Get to work," she urged him kindly, "Anything you can translate, just… anything," she assured him, before she turned her gaze landing on Sophie's back again, before her gaze shifted to Danny and she walked over to where he was standing, "As for you, Danny boy," she called as she approached him, "You're in charge of the Ood, any way of stopping them?"

"Well…" Danny began hesitating briefly, before shrugging a bit, "I don't know," he admitted.

Rose felt an eye twitch before she grasped him by the sleeve of his jacket, "Then find out," she stated as she dragged him a couple of steps so that he was stationed in front of the computer, "The sooner we get control of the Base, the sooner we can get the Doctor out," she smacked him playfully, "Shift," she ordered as she started away from him moving towards the mineshaft where Sophie was standing, elbows still leant against the railings, her head in her hands and fingers pressed firmly against her temples.

Rose came to stand beside her at the railing, leaning her arms against, "Soph?" she murmured with concern.

Sophie lowered her hands from her temples and glanced at the blond, seeing the concern in the blonde's gaze she sighed lowly, her hands twisting together as they hung over the railing, "I think something's wrong with Toby," she murmured lowly.

Rose frowned, "Soph, it left him," she reminded her, "It's in the Ood and trying to break in… will break in in a few minutes."

Sophie nodded, bells chiming as she looked back down the mineshaft, her brow still furrowed, "What if," she looked back to Rose again, "Part of its still lingering?" she asked, "I…" she swallowed her words picking up speed, "My head, it hurt worse wh…"

"Soph," Rose murmured as she shifted, reaching to touch Sophie's arm, squeezing it reassuringly, "That thing, it's messing with you," she stated, her voice soft and kind her eyes meeting the brunette's unwaveringly, "It's trying to get to you. It went into the Ood. We all saw it go into the Ood," she squeezed Sophie's arm again and the brunette looked down at their joined arms shifting so that she could grip it back just as firmly her teeth sinking into her lower lip, "And…" Sophie lifted her gaze to the blonde's again, "If… _if_ something is wrong… he's being watched. Jefferson is watching him. We've all got an eye on him."

Sophie sighed lowly and nodded slowly in response, the damned thing was messing with her, tormenting her, making it difficult to think. She sucked in a slightly shaky breath, "We've all got our eye on him," she muttered lowly.

Rose nodded, "Yeah… and, he's helping, you know. Trying to translate what he can of those symbols."

"I heard," Sophie murmured, her teeth gritting against the fresh wave of sharp pain at her temples, that had one of her hands coming up to press at her forehead again firmly, her other still tangled with Rose's, "This thing is trying to push me around, Rosie…" she muttered lowly, her hand tightening around the blonde's arm as her frown deepened, "Making it so difficult for me to think beyond anything, but the pain in my head."

Rose pulled her into a tight hug, eyes worried as fear for her 'big sister' clawed at her insides as Sophie returned it, the petite brunette pressing her forehead into the blonde's shoulder even as another thought occurred to her out of the blue.

"It's bullying me," she muttered quietly.

Rose blinked not quite catching the words beyond a muffled murmur, "What?" she asked curiously.

"I hate bullies," Sophie muttered frowning she'd spent most of her life tormented by them at the orphanage and at school. Rose blinked again as she managed to catch the words this time, "But… I know how to deal with them…" Sophie bit her lower lip again… the thing was, did the same principles apply to something like this entity that seemed to already know every little thing she feared…

 ***O*O*O***

"We've got all this cable, we might as well use it," Ida remarked from where she stood examining the capsule, "The drum's disconnected, we could adapt it," she suggested as she started gathering it up, "Feed it through."

"And then what?" the Doctor asked as he shifted, turning to look at her.

Ida glanced up from what she was doing, "Abseil into the pit."

"Abseil," the Doctor repeated arching a brow, "Right."

"We're running out of air with no way back. It's the only thing we can do," Ida replied, "Even if it's the last thing we ever achieve."

"I'll get back," the Doctor replied with certainty, and Ida paused in what she was doing to just look at him, "Sparks is up there and Rose."

Ida lips twitched into a small smile, "She lets you call her that? Sparks?"

"It's a brilliant nickname!" the Doctor defended with a bit of a pout, his gaze going up in the general direction of the base where Sophie and Rose where, his brow furrowing with determination and no little concern for his companions… he would get back to them.

Ida shook her head in amusement the smile still playing along her lips, "Well, maybe the key to that is finding out what's in the pit."

"Well…" the Doctor murmured as he lowered his gaze, focusing it on Ida again, "It's half a good plan."

Ida arched a brow at him, "What's the other half?"

"I go down," the Doctor replied meeting her gaze levelly, "Not you."

Ida blinked at him, both of her brows raised now as she eyed him contemplatively if not entirely happily.

 ***O*O*O***

Jefferson stood in front of a control panel, his gun slung over his shoulder, his eyes focused intently on the controls as he focused on what he was doing, "Opening junctions five… six… seven…" he reported as a loud bang came from behind door 25 as the Ood managed to cut through another bolt sealing the door shut, "Reroute filters 16 to 24. Go."

Sophie and Rose stood a short distance away by the computer Danny was working on, their gazes affixed to the monitor as Toby sat on his stool close by as he continued to scribble in his notepad, working on translating the ancient lettering.

"There's all sorts of viruses that could stop the Ood," Danny explained as he continued to type at the keyboard, "Trouble is, we haven't got them on board."

"Well, that's handy, listing all the things we haven't got," Rose muttered with sarcasm, "We haven't got a swimming pool either. Or a Tesco's."

"Or any Aspirin," Sophie muttered with a grimace, a gloved hand coming up to press against her pounding temples again.

"You're allergic," Rose replied glancing over at her.

"At this point, I think I'd take the nausea over this bleedin' headache," Sophie replied a bit dryly as she applied another moments pressure to her temples before lowering her hand again.

Rose grimaced with sympathy at that and took her free hand giving it a squeeze, one that Sophie returned.

The computer bleeped drawing their attention back to the monitor to see it displaying 'affirmative' flashing across it.

"Oh my God," Danny breathed with excitement, "It says yes! I can do it!" he turned to look at Rose and Sophie, "Hypothetically, if you flip the monitor, broadcast a flare… it can disrupt the telepathy!" he grinned, "Brainstorm!"

"What happens to the Ood?" Rose asked.

"It'll tank them, spark out!" Danny replied excitedly.

"There we are, then!" Rose beamed an enthusiastic grin, her hand squeezing around Sophie's again, "Do it!"

Dany looked back to the monitor and his face fell, "No but…"

"Oh, there's always a 'but'," Sophie sighed lowly, resisting the urge to put pressure against her temples again, because honestly, the pressure wasn't really doing anything for the pain. At least, not any more.

Danny shook his head and glanced at them again, "I'd have to transmit from the central monitor. We need to go to Ood Habitation."

There was another bang at door 25 and Sophie and Rose glanced over at it as sparks flew in response to what the Ood were doing on the other side of it.

"That's what we'll do, then," Rose murmured hurriedly still staring at the door and Sophie barely had time to give a short nod of agreement before the blonde's hand was tightening around hers and she was being pulled into movement as Rose walked around the back of Danny and over to Jefferson who was still busy at the control panel, "Mr. Jefferson, sir!" Rose called urgently drawing his attention, "Any way out?"

"Just about…" Jefferson replied with a nod, "There's a network of maintenance tunnels running underneath the base. We should be able to gain access from here."

"That's handy," Sophie murmured.

"Ventilation shafts," Rose grinned as she exchanged a brief hopeful look with Sophie, hand squeezing around hers again and the brunette squeezed back.

"Yeah, I appreciate the reference," Jefferson offered her a smile, "But there's no ventilation. No air, in fact, at all," Sophie and Rose's fell again as Jefferson continued, "They were designed for machines, not life forms."

There was another bang and Sophie couldn't help but look at the door again, swallowing heavily as she heard that horrid guffawing laughter again.

' _A tight space and no air. Sounds familiar, doesn't it?'_ that deadly whisper came again, and Sophie clenched her jaw against a memory… a memory of a small storage cupboard, rough hands pushing her in… stuck in it for hours unable to get out… panic setting in making it feel like she couldn't breathe… she gritted her teeth and shook the memory away with determination, that was years ago! She'd barely been six… she could deal with cupboards and tight spaces, and bullies! She could!

"But," Zach spoke over the comm, "I can manipulate the oxygen field from here. Create discrete pockets of atmosphere…" Sophie began to smile there would be air! "If I control it manually… I can follow you through the network."

"Fantastic!" Sophie exclaimed, her smile widening into a grin as she squeezed Rose's hand this time with a flood of relief.

"Right," Rose stated as she squeezed back, "So, we go down, and you make the air follow us. By hand," she checked.

"You wanted me pressing buttons," Zach responded.

Sophie grinned wider, unable to help it, finding it much easier to ignore the pounding in her head in that moment, "Love the buttons," she exclaimed cheerily, honestly unable to help herself in that moment just so relieved.

Rose grinned at her and shook her head in amusement rather glad to see the brunette upbeat again, "Yeah, we asked for it," she agreed, still smiling, "Ok, we need to get to Ood Habitation, work out a route."

 ***O*O*O***

A short distance from the open trapdoor Ida and the Doctor worked to secure the cable, one end of it wrapped around the Doctor's waist, "That should hold it," Ida called as she eyed their work, "How's it going?" she asked as the cable started to unravel as the Doctor started walking towards the pit.

"Fine!" he called back, "Should work… doesn't feel like such a good idea now," he admitted as he stepped up onto the rim of the trapdoor, peering down the shaft once again, "Ha… there it is again. that itch," he mused as he bobbed up and down on the spot, "Go down, go down, go down, go down, go down."

"The urge to jump," Ida replied with a nod, eyeing him, "Do you know where it comes from, that sensation? Genetic heritage. Ever since we were primates in the trees. It's our body's way of testing us. Calculating whether or not we can reach the next branch."

"No," the Doctor shook his head, "That's not it…" he mused thoughtfully, "That's too kind. It not the urge to jump. It's deeper than that. It's the urge to fall!" and in the next moment he jumped backwards and into the pit.

"Doctor!" Ida shouted and hurriedly pressed a button, stopping the cable from uncoiling and it pulled taunt as the Doctor's descent stopped abruptly, "Are you ok?"

"Not bad, thanks," the Doctor called back from where he was now hanging by the cable a short distance down the deep shaft, "The wall of the pit… seems to be the same as the cavern, just…" he shone the light of his torch down, "Not much of it. There's a crust about twenty feet down and then… nothing. Just the pit," he informed her, "Ok, then. Lower me down."

"Well, here we go, then," Ida murmured and pressed another button, releasing the break and lowering the Doctor slowly down the pit.

 ***O*O*O***

Jefferson, Sophie, Rose and Toby stood by the maintenance tunnel, the four of them having pried up the necessary piece of the deck plating to be able to enter the tunnels from the exploration deck. There was another violent bang at door 25 as the Ood cut through another bolt, so close now to getting through the door.

"Danny!" Rose shouted urgently.

"Come on!" Sophie yelled.

"Hold on!" Danny called back as he stood in front of the computer fingers moving fast over the keyboard, anxious sweat beading as adrenaline coursed through him, "Just conforming…"

"Dan, we gotta go now!" Jefferson shouted just as another bang came from behind door 25, "Come on!" he urged as he glanced hastily towards the door.

The computer bleeped.

"Yeah!" Danny exclaimed and grabbed an orange computer chip from the machine, holding it aloft to show them as he ran towards them, "Put that in the monitor… and it's a bad time to be an Ood!" he exclaimed.

"We're coming back," Rose cast her gaze over the members of the crew, "Have you got that? We're coming back to this room and we're getting the Doctor out," she stated quickly but firmly.

Sophie nodded, "Of course we will," she murmured with conviction, "It was never a question. We'll be back and get them both out, the Doctor and Ida."

' _Hard to get back the lost and the dead,'_ Sophie heard the Beast whisper to her again and she gritted her teeth against it, the pounding in her head once again at the fore.

"Ok, Danny, you go first," Jefferson ordered, "Then you Miss Tyler, then you Miss Connolly, then Toby. I'll go last in the defensive position. Now come on!" he urged them hurriedly, "Quick as you can!"

Rose jumped down after Danny landing next to him. Sophie took a last quick glance at the mineshaft before jumping down after Rose reminding herself firmly that they'd be back as soon as they could. She landed next to Rose, the blond glancing around, her nose crinkled, "God, it stinks," Rose muttered.

"Just a little," Sophie murmured as she too glanced around the interior of the maintenance tunnel, her nose crinkling at the smell.

"A little is an understatement, Soph," Rose responded, before she turned to Danny who'd been quiet, "You alright?"

"Yeah, I'm laughing," he groused sarcastically as Toby landed beside Sophie, "Which way do we go?" Danny asked, speaking into his wrist device.

"Just go straight ahead," Zach replied, "Keep going 'til I say so."

Above them, Jefferson glanced over at door 25 as another bang sounded, before he jumped down into the maintenance tunnel, pulling the grated plating closed over the tunnel behind him just as the Ood broke the door open and advanced into the exploration deck.

The five of them swiftly started crawling on their hands and knees single file along the narrow tunnel.

"Not your best angle, Danny," Rose remarked as she stared at his bum as she followed after him along the tunnel.

"Oi!" Danny cried a bit indignant, "Stop it!"

"I dunno," Toby commented as he eyed Sophie's bum as she crawled along in front of him, "It could be worse."

Sophie blinked as she steadily crawled forward, before her eyes steadily widened as it took her a moment to register what he meant and that he was actually talking about her and her cheeks flushed uncomfortably in the next instant, "Oi!" she cried in indignant protest.

"Leave the Space-Cadet alone!" Rose chastised.

Toby blinked and then craned his neck a bit to see past Sophie to Rose, his gaze considering, "Your bum's nice too," he called to her, just a bit cheekily.

"Oi!" Rose protested with mild indignance, even as she smiled just a bit.

Behind them Jefferson shook his head.

"Straight on until you find junction 7.1," Zach's voice came over the comm again, "Keep breathing," he instructed, "I'm feeding you air. I've got you."

A couple of moments later the five reached a junction in the tunnels and they sat down, out of breath.

"We're at 7.1, sir," Danny reported into his wrist comm.

 ***O*O*O***

In the control room, Zach nodded, his fingers moving steadily over the buttons on the control panel his gaze intent as he focused on the holographic diagram in front of him, "Ok, I've got you…" he pressed a few more buttons and then jumped as a sudden bang sounded outside Door 1, he took a breath and kept moving his hands over the controls, "I'm just aerating the next section."

 ***O*O*O***

"Getting kinda cramped, sir… can't you hurry up?" Danny urged, speaking once again into his wrist comm.

"I'm working on half power, here," Zach reminded him.

"Stop complaining," Jefferson muttered.

Sophie leaned her head against the wall of the tunnel, trying hard to just focus on the in and out of her panted breathes now that they weren't moving and not on the fact that the five of them were in a tight space, with a dwindling supply of air…

Rose turned her head to look at Danny, "Mr. Jefferson says, 'stop complaining'," she informed him.

"I heard," Danny remarked with a small roll of his eyes.

Rose turned her head to look at Jefferson, "he heard," she reported.

Sophie let out a low amused sound, her lips quirking up slightly as she glanced over at Rose, the blond smiling back at her, choosing to concentrate on the conversation, her hands that were clenched together in her lap relaxing their grip on each other as she let out another slow controlled breath.

"But the air's getting a bit thin," Toby spoke into his own wrist comm.

"Oh," Sophie grimaced, "Did you have too?" she muttered lowly, her former brief flare of amusement fading as rapidly as it had come at the reminder of how little air they had left in the tunnel.

Toby blinked at her.

"They're complaining now," Rose joked lightly.

"I heard," Jefferson acknowledged her with a sigh.

Rose glanced at Sophie again and blinked in sudden understanding as she took in the brunette's pale face, she shifted a bit closer as her brow furrowed in concern again, "You didn't tell me you were afraid of tight spaces," she murmured lowly, though her voice echoed a bit in the small tunnel.

Sophie glanced at her, grimacing a bit, the thinning air making her already pounding head pound a bit harder, "I'm not," she sighed and got disbelieving looks all round, she took another breath, "Not really. It's the lack of air," she admitted lowly in the next beat, her hands twisting anxiously in her lap again.

There was a beat of silence, "Air's coming," Jefferson muttered as Rose reached over and pulled one of her hands free to grasp it tightly in her own as the brunette had so often done for her when she was afraid.

Sophie glanced over at Jefferson and smiled gratefully at him, "I know," she murmured softly, before looking away again, squeezing Rose's hand back as she felt the blond squeeze hers.

A moment later Rose was crinkling her nose again as she sniffed the air, "Danny, is that you?" she asked as she glanced at him, her face screwed up in disgust.

"I'm not exactly happy," Danny retorted defensively as Sophie crinkled her nose as she caught a whiff of the unpleasant smell wafting through the tunnel.

"I'm just moving the air," Zach told them, "I've got to oxygenate the next section."

Sophie nodded to herself, _'See, airs coming. Just keep breathing.'_

"Now," Zach continued, "Keep calm… or it's going to feel worse."

A sudden loud banging echoed to them from the other end of the tunnel and they turned their heads to look down it, Jefferson aiming his gun.

"What was that?" Danny asked as Jefferson shifted slightly, cocking his gun as he aimed it more steadily down the tunnel.

"Mr. Jefferson," Rose swallowed heavily as fear clawed at her, "What was that?" she asked as Sophie took another breath, her brow scrunched as she stared down the tunnel, that dark menacing laughter assaulting her again, making her want to flinch as she waited for an answer.

"What's that noise?" Toby asked with alarm.

"Captain…" Jefferson called into his wrist comm as he stared unwaveringly down the tunnel, "What was that?"

"The junction in Habitation Five's been opened," Zach replied, "It must be the Ood. They're in the tunnels!" he warned them.

"Well, open the gate!" Danny shouted.

"I've gotta get the air in!" Zach retorted tersely through the comm, frustration rising in him again at how ineffectual he felt sitting alone in the control room pressing buttons and waiting.

"Just open it!" Danny shouted, his voice rising with terror, "…sir," he tacked on and Sophie grimaced, the sound not helping her aching head, that guffawing laughter still plaguing her…

"Where are they?" Rose asked, "Are they close?"

"Don't know," Zach replied, "I can't tell, I can't see them… the computer doesn't register Ood as proper life forms," he admitted.

"Oh, that's _just_ fantastic!" Sophie groused with heavy sarcasm as she rubbed at her temples irritably, wishing the laughter would stop already.

"Whose idea was that?" Rose groused, her voice rising in pitch.

"Open the gate!" Danny shouted into his wrist comm again practically shaking with his fear, sweat coating him as he trembled.

The gate behind Danny slid open and they all scrambled to lunge through it.

"Danny, turn left," Zach instructed, "Immediate left."

The five of them crawled through the tunnel as fast as they could, Jefferson moving backwards, keeping his gun aimed and at the ready.

"The Ood, sir, can't you trap them?" Jefferson asked, "Cut off the air?"

"Not without cutting off yours," Zach replied as the Ood continued to move speedily through the tunnels after them, but not yet in sight, "Danny," Zach continued, "Turn right. Go, right! Go fast, Dan, they're gonna catch up!"

Danny sped up frantically, terror written across his face, everyone else picking up speed with him as they hurried along the tunnel.

Jefferson came to a stop at a corner, "I'll maintain a defensive position!"

"You can't stop!" Rose shouted.

"Miss Tyler, that's my job," Jefferson replied as he sat himself down, "You've got your task," he glanced back to see Rose and Sophie staring at him wide eyed, "Now, you and Miss Connolly need to see to it," he ordered.

"But…" Sophie began, heart hammering in her chest.

"You heard what he said," Toby cut her off, "Now shift!" he ordered and shoved them both into moving along.

"Oh… just bugger!" Sophie whispered, her voice shaking as she crawled along behind Rose, her heart feeling heavy as behind them Jefferson braced himself on the sides of the tunnel and began to fire as an Ood crawled speedily around the corner of the tunnel.

Sophie and Rose flinched at the sound as the gunfire echoed through the tunnel to them as they crawled as fast as they could towards the next point.

They came to a stop as they reached the next junction, "8.2," Danny shouted frantically into his wrist device, "Open 8.2. Zach!"

"I've got to aerate it!" Zach called back.

"Open it now!" Danny shouted furiously into his comm.

"I'm trying!"

Danny started to desperately thump at the closed gate.

"Danny, stop it," Rose cried, stopping him, "That's not helping."

"Just, try to breathe," Sophie murmured, drawing the fearfully trembling man's desperate gaze and she shifted a bit awkwardly, "It helps me," she explained lowly.

"Zach, get it open!" Toby called frantically into his wrist comm, glancing behind him nervously as the gunshots continued.

 ***O*O*O***

"Jefferson…" Zach called urgently into the comm, "I've got to open 8.2 by closing 8.1. You've got to get past the junction, now move. That's an order, now move!"

 ***O*O*O***

Jefferson aimed the pistol he'd had to switch to as he braced himself against the corner of the tunnel, firing shot after shot at the advancing Ood, until he ran out of ammunition.

"I'm going to lose oxygen, Jefferson," Zach shouted through the comm, "I can't stop for your dramatics!"

Jefferson took a breath and shifted about, moving to retreat along the tunnel as he'd been commanded.

 ***O*O*O***

The gate at the junction began to open and Danny ducked through it, "Come on!" he shouted as he hurriedly crawled along the tunnel.

Rose and Sophie hesitated looking back down the tunnel for Mr. Jefferson, before they moved to crawl through it.

"Danny, turn left and head for 9.2," Zach called, "That's the last one. Jefferson…" they heard him address the man and Sophie and Rose both hesitated in the tunnel again looking back for the man hoping to see him, "You've gotta move faster. Move!"

Jefferson crawled into sight around a corner, moving as fast as he could through the space.

"Mr. Jefferson, come on…!" Rose shouted.

"Oh… come on, please," Sophie breathed as the gate began to close on him, "You can make it!" she cried… he was almost there, he could still squeeze through before it closed, he just had to keep moving... if he could just…

"Keep going!" Toby urged them as he pushed them onward along the tunnel, behind them the gate continued to steadily lower as they hurried along towards 9.2, all of them hoping Jefferson would make it.

 ***O*O*O***

Jefferson crawled closer and closer… but he was to late the gate shutting completely just as he reached it. He leaned against it panting for breath, before he lifted his arm and spoke into the comm, "Regret to inform, sir…"

 ***O*O*O***

Dany, Rose, Sophie and Toby slowed in their crawl through the tunnel at the sound of Jefferson's voice crackling through the comm, their hearts sinking in their chests as the man continued, confirming their fears.

"I was a bit slow…"

Sophie let out a low pained sound, her eyes squeezing shut, her throbbing head fading into the background as she remembered with sharp clarity her own thoughts and feelings as she'd slammed into the closed bulkhead at that underground alien museum in Utah, trapped alone on the wrong side of it as death… the Dalek, closed in from behind… like Jefferson was now. She sucked in a shaky breath as she opened her eyes again as Jefferson continued.

"Not so fast, these days."

"I can't open 8.1, John," Zach replied heavily, his voice full of regret, "Not without losing air for the others."

"And quite right too, sir," Jefferson responded as the four of them reached the next junction and sat down heavily along the tunnel by it, "I think I bought them a little time."

"There's nothing I can do, John," Zach sighed heavily, his voice quieting, "I'm sorry," he murmured regretfully.

"You've done enough, sir. Made a very good Captain under the circumstances," Jefferson assured him and by the gate Danny sniffled quietly, close to tears. Beside him, leaning against the same wall of the tunnel Sophie and Rose leaned their heads against each other tears pricking hotly at their own eyes, whilst Toby just stared at the wall across from him solemnly, "May I ask," Jefferson continued, "If you can't add oxygen to this section… can you speed up the process of its removal?"

"I don't understand," Zach replied with confusion, "What do you mean?"

"Well… if I might choose the manner of my departure, sir," Jefferson requested and Sophie let out a slow shaky breath, "Lack of air seems more natural than… well… let's say… death by Ood. I'd appreciate it, sir!" he exclaimed, his voice rising and Rose made a soft whimpering sound in the back of her throat.

"God speed, Mr. Jefferson."

"Thank you, sir."

There was a moment of solemn silence in the tunnel as the four waited and then the comm crackled again.

"Report… Officer John Maynard Jefferson PKD… deceased…" Sophie squeezed her eyes shut again, pressing back tears, "With honours… 43K2.1."

' _One by one, you will all die here,'_ the Beast deadly whisper reminded Sophie, breaking into the extended moment of solemn silence at the brave man's passing.

' _Shut up!'_ she all but snarled back at it, her eyes snapping open, anger flaring hotly in her chest at the creature.

"Zach…" Danny spoke into his comm, "We're at the final junction, 9.2," he reported, "And er… if my respects could be on record. He saved our lives."

"Noted," Zach replied heavily, before he sighed out a breath, "Opening 9.2."

The gate slid open and the four gasped in shock as their eyes landed on red eyed Ood waiting for them.

"Lower 9.2!" Rose shrieked as they scrambled back, "Hurry, Zach!"

"Back! Back! Back!" Danny cried as they continued scramble away from the gate that the Ood were trying to struggle through to get to them.

"We can't go back!" Toby cried, "The gang points sealed off! We're stuck!"

"Well, we've got to go somewhere!" Sophie snapped back glancing around before, glancing up to see a floor grating above them, one that Rose was already reaching for. She scrambled up onto her knees, moving to help her get it open.

"Come on!" Rose shouted at them, drawing Danny and Toby's attention as she began lifting herself through it, "Up!" she called to them.

Sophie followed her through, grasping the hand Rose held out to her, blond helping to pull her out, before they both moved to help Danny up through the opening in the floor.

"Come on! Toby, come on!" Rose shouted to the man that had yet to move to follow them out of the tunnel.

Toby hesitated as he stared at the Ood as they crawled towards him, his continence shifting entirely as his eyes flared a deep demonic red. He pressed a finger to his lips, shushing the Ood.

"Toby, get out of there!" Rose shouted down to him again, whilst Sophie frowned down the opening at him, her head pounding nastily, what was taking him so long?

Toby looked up his eyes back to their normal colour, his face full of very real terror once again as he stared, "Help me!" he cried as he scrambled up, "Oh my God, help me!"

The three of them helped pull him up out of the tunnel, only to look down the corridor to see more Ood approaching them from that direction, glowing orbs extending out in front of them, eyes glowing that menacing red.

"It's this way!" Danny cried with alarm turned on his heel and hurried in the opposite direction along the corridor, Sophie, Rose and Toby following after him hastily as the Ood pursued them.

 ***O*O*O***

Another bang sounded outside of door 1 and Zach picked up his bolt gun once again, eyeing the door nervously, highly aware that he only had one bolt for the gun, "Hurry it up!" he called into the comm.

 ***O*O*O***

Danny, Rose, Sophie and Toby burst through the door of Ood Habitation and dashed towards the computer on the balcony above the Ood pen. The red eyed Ood still inside it looked up at their arrival.

"Get it in!" Rose shouted as they reached the computer.

"Danny, get down," Toby warned as he looked over the balcony at the Ood in the pen below them, Ood that were starting to shuffle towards the stairs.

"Transmit!" Rose shouted frantically at Danny as she too looked down at the Ood that were advancing more rapidly towards the staircase now.

"I'm trying, I'm trying!" Danny shouted back as he attempted to hurry, his hands shaking. "I'm getting at it…!"

Sophie glanced away from the Ood that were steadily advancing up the stairs towards them now, to see him fumbling, "Don't panic," she called to him, "Panic doesn't help, just take a breath and get it in."

"Stop them!" Toby shouted, his wide anxious eyes on the Ood as Danny paused long enough to take a breath, before moving again.

 ***O*O*O***

There is another bang outside of door 1 as the Ood cut through the final bolt securing it closed and Zach stood and aimed his bolt gun at the Ood that advanced through the door…

 ***O*O*O***

"Danny, get that thing transmitting!" Rose shouted just as Danny managed to shove the chip into the computer with hands that were still trembling slightly and immediately the reading on the screen went to Basic 0.

All the Ood grabbed their heads and they watched as the Ood stumbled about for a moment or two before they collapsed to the floor.

"You did it!" Rose cheered and in the next instant Sophie found herself in a hug as the blond threw her arms around her, "We did it!" she laughed.

Sophie nodded, "Yeah…" she murmured softly as Rose released her to turn and hug Danny and Sophie leaned back against the railing a hand coming up to rub at her forehead.

"Yes!" Danny cheered returning Rose's hug, before he turned and he and Toby hugged, and then Rose and Toby.

Toby turned to Sophie and then hesitated at seeing her frowning as she rubbed at her temples, "You alright?" he asked instead.

Sophie blinked focusing her gaze on him and slowly lowered her hand as she eyed him for a brief moment, "I'm fine…" she muttered glancing away from him and over to Rose as the blond snatched up a comm, "Thanks."

"Zach, we did it," Rose called into the comm, "The Ood are down. Now we've gotta get the Doctor," she informed him.

"I'm on my way," Zach responded a short moment later.

Sophie nodded exchanging a smile with Rose as she straightened up from the railing, "Let's go get the Doctor and Ida."

Rose and Sophie rushed towards one of the doors Danny and Toby following after them a bit more calmly, the two of them rather puffed from all the running they'd done already.

 ***O*O*O***

"You get representations of the Horned Beast right across the universe," the Doctor commented as he continued to descend into the depths of the pit, surrounded by complete darkness, "In the myths and legends of a million worlds. Earth… Draconia… Velconsadine… Daemos… the Kaled God of War… it's the same image, over and over again. Maybe… that idea came from somewhere," he mused, "Bleeding through… the thought at the back of every sentient mind."

"Emanating from here?" Ida responded.

"Could be," the Doctor replied as he glanced down, squinting in the thick darkness trying to see if he could finally see the bottom… but it was a hopeless endeavour, he couldn't see a damned thing and he'd been slowly inching down for what felt like an eternity now.

"But if this is the original…" Ida spoke again drawing his attention back to the conversation, "Does that make it real?" she asked, "Does that make it the actual devil, though?"

"Well, if that's what you want to believe. Maybe that's what the devil is, in the end," the Doctor mused again, "An idea."

The Doctor jerked to a sudden halt as the cable ran out, leaving him dangling in the seemingly nonending darkness of the chasm.

"That's it," Ida called through the comm, "That's all we've got," and the Doctor pressed a few buttons on the device on his wrist, "You getting any sort of readout?"

"Nothing," the Doctor muttered with a frown, "Could be miles to go, yet. Or… could be thirty feet. No way of telling," he paused as he peered down into the darkness below him again, "I could survive thirty feet."

"Oh, no you don't," Ida muttered, "I'm pulling you back up," she informed him as she pressed a button to hoist him back up the shaft. The Doctor swiftly pressed a button, stopping the cable from hoisting him back up. Ida frowned as the cable jerked to a halt again in response and she strode towards the edge of the pit, "What are you doing?!"

"You bring me back, then we're just going to sit there and run out of air," the Doctor replied, "I've gotta go down," he needed to find out what was going on… he needed to do that then find a way to get back to his Sparks and Rose.

"But you can't," Ida exclaimed, her voice wavering slightly with fear, "Doctor, you can't."

"Call it an act of faith," the Doctor murmured as he released one of the hooks securing him to the cable.

"But…" Ida swallowed heavily, "I don't want to die on my own."

The Doctor paused briefly, "I know," he admitted quietly, before he swiftly released another of the hooks.

 ***O*O*O***

Rose, Sophie, Danny and Toby ran onto exploration deck and the two women immediately ran for the comm. The blond reaching it first and she snatched it up, immediately speaking into it as Sophie stood beside her eyeing the comm, hoping for a response, that the comms might have come back up.

"Doctor, are you there?" there was silence and Rose glanced over at Sophie anxiously, "Doctor, Ida can you hear me?"

"The comms are still down," Zach informed them as he walked down the stairs and over to where they were standing, moving past Toby and Danny, "I can patch them through the central desk and boost the signal," he told them.

Sophie glanced over at him, "Please," she murmured with a nod as Zach moved past her and Rose and situated himself in front of the computer.

"Just give me a minute," Zach murmured as he nodded in response and started working on getting it done as Sophie and Rose watched him, their eyes wide with anxiety both just wanting to know that the Doctor was alright.

 ***O*O*O***

The Doctor released another hook, "I didn't ask," he spoke again breaking the silence that had fallen between them, "Have you got any sort of faith?"

"Not really," Ida replied as she sat at the edge of the pit now, "I was brought up Neo Classic Congregational… because of my mum, she was…" she paused, smiling slightly as she reminisced, "My old mum. But no, I never believed."

"Neo Classics, have they got a devil?" the Doctor asked, keeping the conversation going between them as he worked on releasing the next hook.

"No, not as such. Just um… the things that men do," Ida replied.

"Same thing in the end."

There was a short silence before Ida broke it again, "What about you?"

The Doctor paused, the silence stretching for a long moment as he thought about it, "I believe…" he finally started, "I believe I haven't seen everything, I don't know… it's funny, isn't it?" he mused, "The things you make up, the rules. If that thing had said it came from beyond the universe, I'd believe it, but before the universe… impossible," he started work on the last hook, "Doesn't fit my rule. Still, that's why I keep travelling. To be proved wrong. Thank you, Ida."

Ida leapt back up to her feet, "Don't go!"

The Doctor swallowed looking down in the dark chasm below him, "If they get back in touch… if you talk to Sparks…" he swallowed again, "Sophie… just tell her…"

The Doctor paused, three small words catching in his throat and lodging there, his desire to spill them rising inside him as he stared down at the seeming bottomless chasm, "Just tell her…" he repeated and swallowed heavily again, but he couldn't… he couldn't tell her, not like this… not when she didn't have a clue, it wouldn't be fair to her… he hadn't even decided that he would tell her… and those words… if he ever said them. He wanted them to come from him, not relayed by another. He wanted to be able to look into her hazel flecked blue eyes, see her blush, hear her stammer maybe… and smile at him… making his hearts race in that wonderful way they did whenever her eyes lit up as she looked at him and smiled, he swallowed heavily again, his hands still locked around the final hook prepared to release it and plunge into the darkness…

"Doctor?" Ida called questioningly into his extended silence.

He took another breath, hearts hammering against his ribcage as his mind raced with just what he could say, "Just tell her…"

 ***O*O*O***

"Doctor, are you there?" Rose called into the comm again the moment Zach said he'd patched them through and boosted the signal, "Doctor, Ida, can you hear me?"

Sophie bit her lower lip anxiously, "Oh, come on, please…" she breathed as she exchanged a look with Rose as silence answered once again.

"Are you there, Doctor?" Rose tried again.

"He's gone," Ida voice crackled through the comm and Rose and Sophie froze, eyes widening with horror.

"Oh, no…" Sophie breathed, shaking her head eyes beginning to sting again, her heart plummeting in her chest.

Rose swallowed heavily, tears pricking at her own eyes, "What do you mean, he's gone?!" she demanded her voice wavering.

"He fell. Into the pit," Ida explained heavily, "And, I don't know how deep it is, miles and miles and miles."

Sophie swallowed heavily past an awful lump in her throat.

"But…" Rose began glancing over at Sophie her voice breaking, "What do you mean, 'he fell'?" she asked, hoping that it wasn't what it sounded like. It couldn't be what it sounded like, they were supposed to get him back.

"I couldn't stop him," Ida voice came quietly through the comm and they heard her take a shaky breath, "Um… is Sophie there?"

Sophie took a breath as Rose held the comm out to her, she took it with slightly trembling fingers, "I…" she turned her face away from the comm and cleared her throat before turning back to it, "I'm here," she spoke into it.

"He uh, said to tell you that he's sorry," Ida told her.

Sophie blinked her brow scrunching in mild confusion her heart beating harshly against her ribcage, "He's sorry?" she repeated heavily.

"Yeah… he uh, didn't specify before he…" Ida trailed helplessly.

Sophie sucked in another shaky breath, gloved fingers twitching about the comm, before she squeezed her eyes shut as that menacing voice that had left her alone for a short while as they'd been running for their lives, whispered, cutting through her mind again.

' _See?'_ it almost crooned, _'I told you he was lost. He chose to fall rather than come back, chose to fall into the darkness…'_

Sophie gritted her teeth, glowering behind her close lids, her hand clenching around the comm in her hand, _'No.'_ she replied firmly.

' _No?'_ the voice whispered back, still deadly, still chilling, but Sophie thought she heard the tenor of surprise in it, _'You heard for yourse…'_

' _I don't believe you,'_ Sophie cut across him, _'I don't believe a thing you've told me! Not one!'_ she all but growled at it, _'Because if you are what you say you are… and I'm not saying that you are, but 'if' you are, then there is a name you left off your list. 'The Father of Lies and Deceit'.'_

' _Are you so sure I'm lying?'_ the voice crooned again.

' _I trust Rose. I trust the Doctor,'_ Sophie replied with firm confidence and fought down the urge to wince as the voice guffawed again, this time directly at her.

' _Your trust in them will be your downfall,'_ it hissed anger darkening it's menacing tone further, _'Those you hold dearest to you will standby and do nothing as you die. A scream on your lips…'_

' _Get out!'_ Sophie demanded her jaw clenching as her stomach seemed to drop against her will at those chilling words.

There was another guffawing laugh, full of mocking before it was gone and Sophie blinked in surprise as the persistent headache seemed to lift all of a sudden, leaving her feeling a touch lightheaded at the suddenness of its disappearance.

She frowned inwardly, that seemed a bit too easy… more than a bit… still she blinked and glanced about the exploration deck, wondering how much time had passed, but it mustn't have been much as Zach reached over and pulled the comm from her now lax grip.

"I'm sorry," he murmured to the two women who were staring rather dismally ahead of them, the blond shifting only enough to lean against the brunette, who leaned back, arms coming up to wrap about each other's back in a half hug, "Ida?" he spoke into the comm, "There's no way of reaching you. No cable, no back-up… your ten miles down… we can't get there."

"You should see this place, Zach," Ida murmured her voice almost quiet enough to be a whisper, "It's beautiful," she sighed and a beat of silence passed, "Well, I wanted to discover things… and here I am," her voice wavered slightly.

"We've got to abandon the base," Zach informed her, feeling rather tired and helpless once more as he spoke, "I'm declaring the mission unsafe. All we can do is make sure no one ever comes here again."

"But we'll never find out what it was," Ida more commented then protested as the comm crackled mildly.

"Well," Zach sighed, "Maybe that's best."

"Yeah," Ida agreed lowly.

Zach paused hesitating, "Officer Scott…"

"It's alright," Ida cut him off, "Just go," she told him, "Good luck."

"Thank you," Zach swallowed heavily and replaced the comm, before he turned to the last of his crew, "Danny, Toby, close down the feed links," he ordered, "Get the retrotopes online, then get to the rocket and strap yourselves in. We're leaving."

"We're not going," Rose stated firmly as she turned to face him, before she blinked hesitating as she realized she'd spoken for Sophie… her adorable, clever but clueless 'big sister', "Right?" she checked as she glanced at the brunette.

Sophie swallowed, her heart feeling heavy in her chest as she glanced towards the mineshaft, "He did say we should always wait five and a half hours."

"Yeah," Rose swallowed as she nodded, "He did," her resolve firming, he'd gotten back to them then, he'd get back to them now.

Zach stared at them sympathetically, "There's room," he assured them kindly, "Enough for the both of you."

Sophie sighed lowly her gaze shooting towards the mineshaft again, "It's not about the room," she murmured truthfully, before she glanced over at Rose again, her heart beating heavily against her ribcage, her next words threatening to choke her, "He'd want us to go…" she got out her voice sounding thick in her ears, "Wouldn't he?"

Rose glanced away hearing the truth in them, a moment later she squared her jaw stubbornly as she looked back at Sophie, their eyes meeting, "He doesn't have to get what he wants."

Sophie sank her teeth into her lower lip, desperately wanting to stay herself. To stay and wait for him. The backs of her eyes pricked, "No…" she breathed out lowly, her voice still sounding oddly thick in her ears "He doesn't…"

Rose nodded and turned her gaze to Zach, "We're waiting," she stated firmly, "Just like he waited for us."

"I'm sorry," Zach murmured sincerely, regretfully as he stared at them, "But… he's dead."

"He's not," Sophie murmured softly, but firmly.

"You don't know him," Rose agreed, her voice slightly shaky with rising emotion, "We do, and we're telling you, he's not," She glanced towards the mineshaft herself, before turning her gaze determinedly back to Zach, "We're staying."

Zach bowed his head briefly, understanding their desire to stay, before he looked up with a low sigh, "Then I apologise for this," he told them before looking to his crew, "Danny, Toby, make them secure."

Sophie stiffened as she felt Danny grab her firmly by the arms holding her in place and she shifted on instinct, pulling against the hold. Beside her, Rose bucked against Toby's hold, a loud exclamation escaping her as Zach fiddled with a compartment pulling out a couple of syringes, before moving towards them, placing one on top of a nearby surface as he prepped the other.

"No, no, no! No! No! No!" Rose shrieked as she struggled more wildly against Toby who actually had to strain to hold her now.

Sophie tugged against Danny's grip as she frowned eyeing the syringe in Zach's hand anxiously as he stepped towards Rose, "What's in that?!" she demanded her eyes wide.

Zach glanced over at her as he stuck the syringe into Rose's arm depressed the plunger, "Just a sedative," he told her as Rose began to slump, lolling in Toby's arms a last whimper of 'no' escaping her, before she passed out.

"I'm sorry," he apologised again as he turned and picked up the last syringe as Toby set Rose gently down, "But I've lost too many people. I'm not leaving either of you behind," he stated determinedly, "Now, do I have to sedate you too?" he asked as he held the syringe between his fingers.

Sophie eyed it grimly, tears pricking hotly at the backs of her eyes now, threatening to well. She blinked them back as she shook her head in the negative and slowly Danny released her, though continued to eye her as if she might make a break for it.

Zach nodded and pocketed the still sealed syringe in his jacket instead just in case he did end up needing to use it on her, "Let's get her on board," he said as he bent and hoisted Rose over his shoulder.

Sophie swallowed eyeing Rose's limp body with concern as she followed them with heavy reluctance, "How long will she be asleep."

"Long enough," Zach replied tersely.

Sophie sank her teeth into her lower lip again and glanced back at the mineshaft again, before she squared her shoulders. The Doctor was alive, she just knew it and the Tardis was down there, he'd find it and then, she trusted that he'd find them.

They made it out of the exploration deck and into one of the many corridors, stepping gingerly past the downed Ood littering it.

"Did that one just move?" Toby asked as one seemed to twitch as he walked by it.

In the next moment it opened it eyes, that were still glowing red and lifted its head as it stared up at them.

"It's the telepathic field, it's reasserting itself," Danny exclaimed with alarm.

"Oh, bugger!" Sophie cursed lowly.

"Move it, get to the rocket," Zach ordered, "Move!"

The four of them hustled quickly down the corridor, Rose still slumped unconscious over Zach's shoulder.

 ***O*O*O***

The Doctor groaned as he regained consciousness at the bottom of the pit, he slowly got to his feet and then gasped as he realised that the faceplate of his helmet was broken. His hand flew up to his mouth, before he blinked as he exhaled and inhaled, "I'm breathing," he murmured with wonder, before he removed the helmet that was now just a useless headpiece, he let it drop to the ground as he glanced around, "Air cushion to support the fall…" he muttered before he switched on his comm, "You can breathe down here, Ida," the comm crackled in response, "Can you hear me, Ida?" he tried again.

 ***O*O*O***

Sophie sat strapped into a seat in the back of the rocket ship with Toby and Rose, the blond man sitting in between the two of them whilst Danny sat up front with Zach, who was in the pilot's seat.

"Dislocating B clamp," Zach called, "C clamp, raising blu-nitro to maximum. Toby, how's the Negapact feed line?"

"Clear! Ready to go, sir," Toby reported, "For God's sakes, get us out of here!" he exclaimed just as beside him Rose began to stir.

"Rosie?" Sophie called as she glanced over and noticed the blond waking up.

"Captain," Danny called as he glanced back in response, "I think we're going to have a problem passenger."

"Keep an eye on her," Zach ordered.

Rose managed to open her eyes, "Wait…" she muttered disorientated as she glanced about, "We're not…"

"It's alright, Rose," Danny told her as Rose shifted about anxiously in her seat, still a bit disorientated, "You're safe."

"Soph?!" Rose called glancing across Toby to see her sitting in another chair, "Oh, we're not… we're not going anywhere!" she cried.

"Rosie, it's gonna be ok," Sophie tried, her heart sinking further in her chest as Rose seemed to ignore her in her panic at waking up in the rocket.

"Get us out of this thing!" she shouted, "Get us out!"

"And lift off!" Zach called, "Whoo!" he whooped as the rockets engines roared about them and lifted off the ground, taking off into space.

 ***O*O*O***

By the edge of the pit Ida looked up at the sound of the rocket, her lips twisting up into a wry smile as she watched it.

In the pit the Doctor paused at the sound and looked up as he listened to it, "A rocket…" he whispered, before he smiled slightly in relief… they were safe, Sophie and Rose were off the base and safe.

 ***O*O*O***

"Rose," Sophie said again and managed to get the blonde's attention this time, making her pause as she looked at her 'big sister'.

"Soph," Rose murmured, tears welling.

"He's alive down there," Sophie stated firmly, her own eyes watering as tears of her own welled, "I believe, that he's alive," and Rose took a shaky breath, "I do, and he's got the Tardis down there with him, best ship in the universe," she stated and Rose smiled slightly, "He'll find it and find us," she said with confidence.

Rose swallowed heavily and nodded, before sitting back, her head thumping heavily against the padded seat, "I believe he's alive too," she murmured lowly her fingers clenching in the material of her jacket.

Around them the rest of the crew let out breathes of relief.

"That Doctor of yours," Zach began after a beat as he looked at the two women in the back neither of them looking all that pleased about being in the rocket, "He'd want the both of you safe," the two flicked their gazes to them, "This is what he would have wanted."

"You…" Rose began her voice tight, before she released another breath, "Don't get to talk to me… to us," she glowered at him darkly, still rather sore at him for ordering their forced removal from the base.

Sophie let out a low sigh as she slumped in her own seat, her thoughts back on the planet and a certain Time Lord, feeling rather hollow.

Zach sighed, "Sorry," he muttered, "But it's too late anyway, take a look outside, we couldn't turn back even if we wanted too."

They glanced out the window as the rocket sped away from black hole.

 ***O*O*O***

The Doctor wandered along, shining the light of his torch along the wall, illuminating crude painted drawings, "The history of some big battle. Man against Beast," he observed, "I dunno know if you're getting this, Ida. Hope so." He murmured, "Anyway," he carried on, "They defeated the Beast and imprisoned it," he shone the light of his torch a little further on and it landed on a large urn on a pedestal.

He stared at it a moment frowning, before he shone the light back on the wall, staring at the stick figure drawings of people carrying an urn on their heads.

He approached the urn a second on a pedestal of its own in line with the first, "Or maybe that's the key..." he reached out and touched one of them and the both of them lit up, "Or the gate, or the bars..."

There was a quiet growl from somewhere behind him and he turned, his mouth falling open as his eyes landed on a large horned beast in a pit, chained down by its horns and limbs, it let out a low rumbling roar.

 ***O*O*O***

Sophie blinked as she registered the sound of a quiet chuckle coming from beside her and she glanced at Toby as Rose adjusted the strap of her seatbelt.

"What's the joke?" Danny asked from the front of the ship.

Toby shook his head, "Just..." he grinned, "We made it. We escaped. We actually did it."

"Not all of us," Rose murmured softly.

Sophie gave a small nod think to Jefferson and the female guard that she didn't know the name of and Scooti and then the Doctor and Ida still on the planet's surface as they flew away, "No," she agreed, "Not all of us."

"We're not out of it yet," Zach warned, "We're still the first people in history to fly away from a black hole. Toby read me the stats," he ordered.

"Gravity funnel holding, sir," Toby reported as he continued to smirk, "Always holding."

Sophie blinked and glanced at him at him again, her brow scrunching slightly as she eyed him, something about the wording bothering her... or maybe it was the tone... or, maybe she was just still paranoid after everything…?

 ***O*O*O***

"I accept you exist," the Doctor stated as he stared at the hulking formed of the horned Beast, "I don't have to accept what you are, but your physical existence, I'll give you that," he remarked as he continued to stare.

The hulking form gave a low guttural, rumbling growl.

"But I don't understand," the Doctor continued, "I was expected down here. I was given safe landing, and air. You need me for something. What for?" he asked with a considering frown.

The Beast lunged at him, straining against the chains binding it tightly into place.

"Have I got to… I dunno… beg an audience?" the Doctor asked taking a couple of steps towards the Beast, feeling a bit out of his depth as he gazed at the form, "Or… is there a ritual? Some sort of incantation or summons or spell?" he mused, still eyeing the hulking frame, "All these things I don't believe in, are they real?"

The Beast merely looked at him.

"Speak to me!" the Doctor called loudly, "Tell me!" he tried, only to get silence, and more mute staring, "You won't talk," the Doctor muttered, "Or…" he frowned, "Can't talk," his eyes widened as his mind raced, "Oh, hold on, hold on, wait a minute, just let me…" he spoke faster and faster as he thought, "Oh! No. Yes! No… think it through," he chastised himself, "You spoke before," he thought aloud, "I heard your voice. An intelligent voice. No, more than that, brilliant! But looking at you now… all I can see…" the Beast growled, "Is…" another growl, "Beast. The animal. Just… the body, the physical form! What's happened to your mind, hmm? Where's it gone? Where's the intelligence?" he questioned as he frowned heavily at it, before he glanced up where the rocket was soaring somewhere above him, his eyes widening as the horrifying realization hit him, "Oh, no…" he breathed.

 ***O*O*O***

"Stats at 53, funnel stable at 66.5," Toby read off the display he was looking at, "Hull pressure constant. Smooth as we can, sir, all the way back home," he continued as Rose stared out the window and Sophie stared out of another, her brow scrunched slightly in thought, her mind churning, "Coordinates set for planet Earth," Toby murmured the corners of his lips twitching up into an unpleasant smile.

 ***O*O*O***

The Doctor shined his torch over the crude drawings covering the wall again, "You're imprisoned. Long time ago," he murmured as he tried to put the pieces he needed together, "Before the universe, after, sideways, in-between, doesn't matter," he continued hurriedly, "The positioning is perfect. It's absolutely… it's eternal. Oh, yes! Open the prison, the gravity field collapses! The planet falls into the black hole! You escape, you die. Brilliant!" he said again, mind racing, "But that's just the body. The body is trapped, that's all. The devil is just an idea. In all those civilisations, just an idea," he edged forward as the pieces really began to click into place for him, "But an idea is hard to kill. An idea could escape. The mind, the mind of the great Beast, the mind can escape!" he exclaimed with realization, "Oh, but that's it! You didn't give me air, your jailers did! They set this up! All those years ago! They need me alive. Because if you're escaping, then I've gotta stop you."

The Beast roared with fury as the Doctor snatched a rock up from the ground.

"If I destroy your prison, your body is destroyed," he raised the rock high above his head, "Your mind along with it," he paused, freezing a moment before he dropped the rock back down, harmlessly to the ground, "But then you're clever enough to use this whole system against me," he muttered, "If I destroy this planet, I destroy the gravity field. The rocket," he breathed, "The rocket loses protection and falls into the black hole," his eyes widen with growing horror, "I'll have to sacrifice Sophie… and Rose…"

He swallowed heavily, his mind continuing to race as the Beast laughed mercilessly down at him, great big guffaws, very much the same as the ones that had been tormenting Sophie.

 ***O*O*O***

"It doesn't make sense," Rose spoke suddenly and Sophie nodded her agreement having been thinking much the same, "We escaped, but there's a thousand ways it could've killed us. It could've ripped out the air or, I dunno burnt us or anything… but it let us go."

"I told it to go away on the exploration deck after the Ood were disabled," Sophie spoke slowly as she glanced over Toby to Rose her brow still scrunched in thought, "And it left me, headache and everything just gone… like um… like…" she tried to think of a word a suitable word, glancing over at Toby to see him frowning and she swallowed heavily but continued on, "Like it had finished amusing itself, or finished whatever it had set out to do…"

"Like it wanted to," Rose breathed, her eyes widening as she met Sophie's gaze across from Toby, not really seeing him as her mind raced with the implications, "Like it wanted us to escape?!"

"Yeah!" Sophie agreed, her heart pounding in her chest and in the front seats Zach and Danny frowned uneasily… not wanting to believe what they were hearing.

"Hey, Rose, Sophie, do us a favour," Toby began his tone rather unpleasant and swiftly turning nasty, "Shut up," he sneered and the two looked at him. Toby gave himself a bit of a shake and looked away ignoring their stares as he swiftly moved on, composing himself, "Almost there," he reported, "We'll be beyond the reach of the black hole in 40… 39…" he began to count, triumph rising up in him as he forgot his annoyance at the two women on either side of him.

 ***O*O*O***

"So, that's the trap," the Doctor murmured, "Or the test or the final judgement, I don't know. But if I kill you," he swallowed heavily again, hearts constricting in his chest as he saw a brief flash of sparkling hazel flecked blue eyes and a cheery laugh that was unique to his Sparks, "I kill her…" he swallowed heavily again as the Beast roared out another laugh at him. the Doctor frowned, "Except that implies in this big grand scheme of Gods and Devils that she's just a victim," he murmured still thinking, "But I've seen a lot of this universe. I've seen fake gods and bad gods and demi-gods and would-be gods, out of all of that, out of the whole pantheon, if I believe in one thing… just one thing…" he bent scooping up the rock again, "I believe in her," he declared with passion, "In the both of them!"

He brought the rock down on the urn, smashing it to pieces.

 ***O*O*O***

"What's happened?" Danny exclaimed with alarm as the rocket began to shake violently, "What was that?"

Toby frowned, "What's he doing?" Sophie frowned at him as she clutched at her seat to brace herself against the violent shaking, "What's he doing?" he muttered with aggravation again.

"He?" Sophie questioned with rising suspicions, her heart pounding in her chest and Toby glanced at her before dismissing her as the shaking continued about them, the beginnings of fear in his blue eyes.

"We've lost the funnel!" Zach shouted as he checked the stats on the screen in front of him, "Gravity collapse!"

"What does that mean?!" Rose exclaimed as she gripped at her own seat.

"We can't escape," Zach shouted back with alarm, "We're headed straight for the black hole!" he cried as the rocket spiralled wildly towards the dead star.

 ***O*O*O***

The Doctor brought the rock down on the second urn, "This is your freedom! Free to die. You're going into that black hole and I'm riding with you!" he shouted and the Beast roared again flames emitting from its mouth.

 ***O*O*O***

"It's the planet!" Rose cried as she stared out of the window again, "The planet's moving. It's falling!" she exclaimed.

"Rose!" Sophie cried in warning and alarm as Toby's face broke out in symbols again, his eyes shifting from blue to red, she glanced about looking for anything, something she wasn't overly sure what.

"I am the rage…" Toby spoke with the voice of the Beast.

"It's Toby!' Rose shouted with alarm as the rocket continued to shake about them wildly, "Zach, do something…!"

"And the bile and the ferocity…" Toby continued, speaking fast… fearfully.

"Just do something!" Rose shouted shrilly with growing fear as she eyed Toby with wide eyes.

"I am the Prince and the Fall and the Darkness…"

"It's him! It's him! It's him!" Danny cried with terror trying to claw off his seatbelt.

"Stay where you are!" Zach barked the order, "The ship's not stable!"

Toby breathed fire from his mouth and Sophie and Rose who were on either side of him flinched at the heat.

"What is he?! What the hell is he?!" Zach shouted, his eyes wide.

"I shall never die!" Toby exclaimed and Sophie spied the bolt gun, her heart hammering she tried to reach it only for her arm to fall short, the seatbelt hampering her, "The thought of me is forever!" Sophie tugged at her seatbelt that had seemingly jammed up on her, "In the bleeding hearts of men," Toby continued.

"Rose!" Sophie cried out as she made another desperate reach for the gun.

"In their vanity and obsession and lust…"

Rose followed Sophie's fingers, before she lunged for the bolt gun, snatching it up hurriedly.

"Nothing shall ever destroy me. Nothing!"

"Go to hell!" Rose screamed as she fired the bolt gun at the front screen of the ship, blowing a large hole in it.

Sophie jabbed her hand at the fastening of Toby's seatbelt, undoing it and Toby… the Beast was sucked out of the ship and out into the vacuum of space roaring with rage and fear. The petite brunette flinched as she felt the beginning of a headache starting up again that presence scrambling at her shields, trying to find a purchase… to be let in, to take her as it had taken Toby. She sucked in a calm breath even as her heart pounded against her ribcage, before she squared herself against it and firmly denied it, denied it with all her being, denied the very idea of it with a great effort… and the sensation faded after what felt like a long moment, allowing her to breathe easier and the beginning of that headache faded away.

"Emergency shield!" Zach shouted and metal shutters sealed up the hole as the ship continued to spiral continued to fall towards the black hole, "We've still lost the gravity funnel," Zach reported, "We can't escape the black hole!"

"But we stopped him," Rose murmured, "That's what the Doctor would've done," Rose stated firmly and Sophie nodded.

"Yeah, that's exactly what he would've done," she agreed and the two shared a small smile as the brunette slumped back in her seat a bit, gripping at the padding again.

"Some victory," Zach said with a bit of dry wry snort as the ship continued its spiral descent towards the black hole, "We're going in."

 ***O*O*O***

The Doctor watched with wide eyes as the body of the Beast writhed against the chains binding it as it burned hotly, before he stumbled back a couple of steps. He gave himself a shake and spun, starting away for real…

 ***O*O*O***

Danny stared at a diagram on a monitor, his hands clawing into the padding of his seat as fear rose in for what had to be the thousandth time in that single hour, "The planet's lost orbit," he cried watching as it moving closer and close to the black hole, "It's falling!"

 ***O*O*O***

The Doctor was knocked off his feet as a blast from the disintegrating planet sent him flying through the air, his flight was stopped as his back collided with something solid… something blue… he glanced back at it and beamed a delighted grin at the familiar sight of his beloved ship… his Tardis!

 ***O*O*O***

"The planet's gone," Danny reported as the ship continued to shake violently as it drifted closer and closer to the black hole that had just devoured the planet. He glanced back at the two women that were alone in the back of the ship now, "I'm sorry."

Sophie offered him the smallest of smiles in response, but otherwise said nothing, her heart sinking heavily in her chest.

"Accelerate," Zach ordered, trying with all his might to get the ship out of the orbit of the black hole, the engines roared but did nothing, "I did my best," he murmured as he slumped defeated against his seat, "But hey!" he said more brightly, in an attempt to jest and lighten the mood in their final moments, "The first human beings to fall inside a black hole. How about that? History."

Sophie blinked at him, "Yaay…" she muttered dryly her voice heavy with sarcasm and Rose let out a low snort of laughter.

"Love the sass," she muttered and smiled a bit at the brunette as her slightly hysterical laughter died down.

Sophie blinked at her, her own lips twitching upwards into a small smile, glad she'd been able to make her 'little sister' laugh even if she hadn't been intending to. She cocked her head at her slightly, "Timing?" she questioned.

"Brilliant," Rose replied and extended her arm, Sophie doing the same the pair doing their handshake for what they were sure would be the final time when suddenly the shaking stopped and they paused, blinking about the ship.

"Umm…?" Sophie muttered as she glanced about the still ship, the two lowering their arms back down.

"What happened?" Rose questioned as she too glanced around, her gaze focusing on Zach after a moment for an answer.

"I think we… stopped…?" Sophie muttered as she too focused her gaze on Zach, before they were all forced to lean as the ship started moving again, but not violently shaking.

"We're… turning," Zach replied with confusion, he looked at a screen, "We're turning. We're turning away!" he exclaimed.

The comm crackled out of nowhere, "Sorry about the hijack, Captain," the Doctor's voice came through it and Sophie and Rose beamed wide delighted grins, their eyes lighting up with overwhelming relief, "This is the good ship Tardis. Now," the Doctor continued, "First things first. Have you got a Sophie Connolly and Rose Tyler on board?"

"Yes!" Sophie exclaimed, still beaming, "You found her!" she cheered.

"We're here!" Rose added, "It's us! Oh my God," she exclaimed with overwhelming relief at the proof that he really was alive and had come for them. she exchanged a grin with Sophie, "Where are you?"

"I'm just towing you home," the Doctor replied, "Gravity-schmavity. My people practically invented black holes."

"Of course they did," Sophie huffed out a laugh, Rose joining her a moment later as the Doctor in the Tardis towed them away from the black hole towards safety.

"Well, in fact, they did, Sparks," the Doctor replied and Sophie and Rose broke off their laughter and blinked at each other, before they giggled again, giddy with relief, "In a couple of minutes, we'll be nice and safe," he informed them, "Oh, and Captain?" he called in the next instant, "Can we do a swap?" Sophie and Rose raised their brows in the direction in the comm questioningly, "Say, if you give me Sophie Connolly and Rose Tyler, I'll give you Ida Scott? How about that?"

"She's alive!" Zach whooped with delighted relief.

"Yes!" Danny breathed, "Thank God."

"Yeah!" the Doctor assured, "Bit of oxygen starvation, but she should be alright," they heard a low sigh, "I couldn't save the Ood," he murmured solemnly and Sophie looked down briefly in regret for the aliens that had seemed rather gentle and kind before they were possessed, "I only had time for one trip. They went down with the planet," they heard a faint beep come through the comm, "Ah!" the Doctor exclaimed, "Entering clear space, end of the line, mission closed."

Sophie glanced over at Rose and they smiled again.

 ***O*O*O***

Sophie smiled as she caught sight of the familiar brilliant blue box, before she rushed towards it patting the frame as she sent a mental joyful greeting to the ship, before she pushed open the door and rushed inside her gaze immediately landing on the Doctor, who grinned at her and hurried towards her, sweeping her up into a hug, getting a giggle and another beaming grin as he swept her off her feet.

In the doorway Rose watched for a moment giving her clueless 'big sister' and the stubborn Time Lord a brief moment before she hurried over to them too, swiftly making it a group hug as the Doctor set Sophie back on her feet.

 ***O*O*O***

"I don't know," Ida replied as she sat with her friends in the rocket ship, "I can't remember," she admitted.

"Well, it looked like a box," Danny murmured.

Zach arched a brow at him, "What do you mean a box?"

Danny shrugged, "Well, down in the hold. A big blue box. It just sort of appeared!" he exclaimed, "I don't know!"

Zach shook his head as the comm crackled and the Doctor's voice came through again, "Zach? We'll be off, now," he told him, "Have a good trip home."

 ***O*O*O***

The Doctor stood at the console in the Tardis, back in his brown pinstripe suit, Sophie and Rose on either side of him, "And the next time you get curious about something…" he continued into the comm, "Oh… what's the point. You'll just go blundering in. The human race…" he muttered with a shake of his head.

Rose nudged him still grinning and Sophie gave him a look lips still curved up in a smile as she muttered a low 'oi!' the Doctor merely gave them both a 'well, it's true' look and they both shrugged at him, and the three grinned.

"But Doctor," Ida voice came through the comm, "What did you find down there? That creature, what was it?" she asked and their smiles faded rapidly at the mention.

"I don't know!" the Doctor exclaimed, lying, "Never did decipher that writing. But that's good," he smiled, "Day I know everything? Might as well stop."

Sophie and Rose stared at him, "What do you think it was, really?" the blond asked after a beat of silence.

"I think…" he hesitated a moment glancing from one to the other, "We beat it," he decided upon, "That's good enough for me."

"It said that I was gonna die in battle," Rose murmured her voice a bit quiet, a slight waver to her voice at the memory of that voice, those words, the very idea.

"And, that I'd die at the hands of a renegade traveller," Sophie murmured lowly, her teeth sinking into her lower lip, as she couldn't help but recall everything else it had quietly whispered to her about her death.

The Doctor looked at both of them in turn, taking in their expressions, "Then it lied," the Doctor replied with quiet confidence.

Sophie nodded smiling softly, bolstered and reassured by the words, glad to have someone else, the Doctor, say that it was lying, had lied.

Rose smiled too feeling much the same way.

"Right, onwards, upwards," the Doctor turned his attention to the comm again, "Ida, see you again, maybe!"

"I hope so," Ida replied.

"And thanks, boys!' Rose called.

"Yeah, thanks for everything!" Sophie agreed and the two smiled at each other again, their lighter moods returning.

And in the rocket ship Zach and Danny grinned.

"Hang on though, Doctor," Ida called again, "You never really said… you three… who are you?"

"Oh…" the Doctor paused as he glanced over at Sophie smiling at her as she blinked at him, her head cocking at him in curiosity, "The stuff of legend," he yanked down a lever a moment later and the three watched the rotor rise and fall with smiles.

 ***O*O*O***

"This is the final report of Sanctuary Base Six," Zach spoke into the comm recording his report for official purposes, "Officer Tobias Zed, deceased, with honours. 43K2.1. Also…" he continued as the rocket sped through space towards Earth, "Ood 1 Alpha 1, deceased with honours. Ood 1 Alpha 2, deceased with honours…"

 ***O*O*O***

The Doctor sat sequestered away in a room for the moment, whilst his companions got some sleep, he had his spectacles sitting high on his nose. His intent gaze locked on the monitor, his brow furrowed in concentration as he read over Sophie's scans again…

He had the information in them memorized by now, but still he read carefully, searching for the thing he was missing. The thing that was slipping through his fingers like tiny grains of sand every time it seemed like he was on to something, like he saw something.

He sighed with frustration and scrubbed a hand through his hair, mussing the already rather mussed strands from the previous times he'd run his hands through it. He pulled briefly at the ends making it stand on end, before he released his hair, his hand falling back down into his lap. He scowled at the screen and scrolled down, reading down further for a moment longer before he sighed again and fell back against the back of the chair, an intense urge to kick something brewing.

The Tardis hummed at him and he blinked as the door swung open, a set out lights flickering on, tempting him out of the room and into the corridor. He hesitated, his gaze going back to the monitor the desire to keep working itching at him. He huffed a low laugh as it switched off on him and the Tardis hummed at him again, "Well, I s'pose I could do with a bit of a break," he murmured and the Tardis hummed at him again, this time in agreement.

He got up and headed for the door, stepping out into the corridor, he peered in the direction the lights were going, "Where's this lead then?" he asked.

The Tardis hummed, this time vaguely.

The Time Lord smiled, patting her fondly, "Right… more fun if it's a surprise," he agreed and the Tardis hummed again as he started down the corridor following the lights.

He turned a corner and up a set of stairs and then further along he went down another set, almost tripping as the floor shifted subtly on him and he huffed shooting the Tardis a suspicious look, starting to think that maybe she was playing with him, the Tardis hummed at him in response, all innocence and he let out a light chuckle, cheeky his ship.

He entered another corridor still following the lights, and paused briefly as he picked up the low sounds of a telly in a room ahead. His head tilted as he eyed it, he'd sworn his companions had gone to bed. It was why he'd taken the opportunity to take a look at those scans again… something that had nothing, absolutely nothing to do with the Beast taunting him about the answers being right in front of him. Definitely not.

He approached the door and it quietly swung open for him and peered into the room to see Sophie and Rose sitting on a large sofa, a bowl of popcorn each on their laps, and eyes on the screen, sharing a rather large fluffy blanket, the pair in pyjamas like they'd both gotten up unable to sleep, he smiled at them as he leaned in the doorway briefly, "What are we watching?" he asked as he straightened and stepped into the room, drawing their gazes.

Rose pointed at the screen, whilst Sophie glanced over at him briefly swallowing her mouthful, "Star Trek," she murmured, before looking back to the screen.

"Ah… Spock," the Doctor muttered with a shake of his head, but continued forward, moving past Sophie and the girls blinked at him before they shifted about, allowing him to sit down between them. They threw the blanket back over them once he'd gotten himself comfortable and the two immediately settled into comfortable positions again, bowls of half eaten butter popcorn back on their laps, the Doctor pinching some from Sophie's bowl as their eyes focused on the screen as they watched the episode that was playing.

The silence was broken a bit later by the Doctor, "Well, that's wrong," he couldn't help, but point out, drawing his companions attention from the show, their eyes just a bit incredulous, "Well, it is!" he insisted, "It's impossible for that to be a thing."

"It's the telly. It doesn't have to possible in the real world," Sophie murmured, before returning her gaze back to the screen.

"That's why it's the telly," Rose agreed and she too went back to watching.

"That's not the point," the Doctor pouted a bit, but returned his attention to the telly. Silence reigned in the room, broken only by the telly and their quiet munching, "Ooh! And that's wrong too," the Doctor exclaimed unable to help himself once again as he pointed at the telly this time and Rose threw a piece of her popcorn at him in mild irritation and blinked as the Doctor caught it with his mouth and started chewing, "Thanks," he smirked as Sophie and Rose stared at him, both blinking, before they turned back to the screen.

A bit later as the Doctor pointed out something else, Sophie and Rose exchanged a look, that was both resigned and exasperated as it was bit amused, both silently agreeing in that moment to never watch Star Trek… or any space sci-fi show with the Time Lord again, but for now, they settled in a bit more, empty popcorn bowls on the low coffee table in front of them, listening as the Doctor explained what was wrong with what had just happened on the show, the pair smiling in amusement as they listened to him essentially whinge about the mistake in space travel.


	14. Chapter 13 Fear Her

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** Big thank you's to everyone who followed/favourited and reviewed last chapter, and to **Saberbladeprime** for helping :)

I also hope that everyone has a brilliant Easter Holidays!

 **CHAPTER 13**

 **Fear Her**

Sophie and Rose sat together on the blonde's bed, heads bopping to the music that was playing from Rose's CD player, a towel laid out underneath them to protect the bedcovers from the small bottles of open nail polish. The pair were hunched over a bit as they worked on painting their chosen polish onto their toenails. Rose working with a pale pink and Sophie with a light-ish shade of violet, a bit of squidgy foam between their toes helping to keep the digits separated as they applied the polish to their toenails.

Sophie inhaled and blew it out in a deliberate whoosh, aiming the air up over her nose as an itchy sensation assaulted the tip of it, trying to ease it without scratching, before she dipped the nailbrush carefully back into the bottle, before carefully painting another smooth line of polish to her big toe. She finished the nail and twitched slightly as the itchy sensation continued to prickle along the tip of her nose and slightly up the bridge persistently, demanding to be scratched, her eyes threatening to water slightly with the feel of it.

"Oh…" she breathed with mild annoyance, still fighting the urge to scratch the tip of her nose, she glanced over at Rose who was painting another careful line onto a toenail, "Ya know," she began breaking the companionable silence that had fallen between them since they'd set themselves up on the blonde's bed, "The only thing I really dislike about these things," she gestured to the green coloured facemask she'd applied to her face earlier, as Rose looked up, the blonde's face covered with the same green coloured facemask, "Is that every time I apply one of these things, my nose starts to itch soon after. Just cos I can't scratch it," she muttered as she wiggled her nose in an attempt to once again sooth the itch.

Rose laughed, "We'll be able to take them off soon," she checked her phone, "We've only got a few more minutes, before it's time to rinse them off."

"That's good. This itch is killing me!" Sophie murmured and Rose let out another laugh, before the two went back to painting their toenails. The brunette wiggling her nose again as she applied another layer of polish. She finished with the digit and shifted to the next, dipping her brush back into the bottle.

When the alarm went off a few minutes later letting them know that it was time to wash off the mask, Rose laughed again as Sophie all but leapt from the bed to head for the bathroom attached to the blonde's room, eager to wash it off so that she could scratch the persistent itch, that was demanding to be scratched.

"Right!" Rose exclaimed as they walked out of the bathroom their faces clean and painted toenails dry, "Did you wanna round off our girls night with a movie or…"

"I could do a movie," Sophie replied with a bit of a shrug, not really feeling tired yet and returned the grin the blond shot at her as they started for the bedroom door to make the trek to the theatre room.

 ***O*O*O***

"We should do this more often," Rose said brightly as they walked along a corridor a while later, heading back towards their rooms.

"The facemasks or the movies?" Sophie questioned.

"The girls night," Rose corrected.

"Oh, right. Yeah, we should," Sophie agreed with a nod, bells chiming softly, a couple of moments later she was pausing outside her bedroom door, "G'night Rosie," she waved as she turned to her door.

"G'night Soph," Rose called over her shoulder as she continued on a little ways until she reached her own bedroom door and slipped inside it.

Sophie shuffled towards her bed and slipped inside of it, settling in under the warmth of her sheets and sighing out a tired breath as she relaxed against the mattress. Sleep didn't claim her straight away however, as she stared up at the ceiling of her room, listening to the Tardis' soft rhythmic humming. As alone once more, the strangest sensation crept up on her again, it was hard to describe, but it felt… sort of, she scrunched her brow at the ceiling as she tried to pinpoint the feeling… find the right descriptive words.

It sort of felt slightly like there was something different in the air or, possibly slightly like something was coming… Sophie shook her head at herself and shifted, turning onto her side and slowly let her eyes fall closed. She was probably just feeling a bit paranoid after Kroptor, thinking too much about it, as much as she tried not to.

She shivered a bit at the memory, of the Beast like creature whispering to her, before she pushed the memory away with determination, focusing instead on the soothing, soft rhythmic hum of the Tardis and letting the sounds of the beautiful ship lull her to sleep, hoping that once again she'd be undisturbed by dreams, despite the strange sensation that kept creeping up on her seemingly out of nowhere.

 ***O*O*O***

The Tardis wheezed as she materialised directly in between two large blue metal gates one with a sign 'Danger – Keep Out' and the other with a much larger one 'No Parking In Front Of These Gates', the space between them just big enough for the blue box to fit.

The door opened and the Doctor moved to step out only to blink in mild surprise at seeing the blue gate in his way, "Ah," he muttered a bit sheepishly and pushed it closed again, and spun almost running into Sophie and Rose who'd followed him over to the door, expecting to be let out, "Won't be a tick," he told them, before he dashed back towards the console, his companions looking at him with amused expressions.

"Did we land by a sheer drop again?" Rose asked him as he fiddled with the controls on the console, the familiar wheeze starting again as she dematerialised.

"No," the Doctor replied a bit absently as he tugged down a lever.

"I caught a glimpse of a wall or something blocking the way," Sophie murmured, the brunette having peeked around the Doctor's thin frame.

"Ah," Rose hummed as the wheezing continued for a brief moment more and the Doctor stepped away from the console once more, hurrying back over to the door.

He opened it and beamed a grin at seeing the way no longer blocked, having successfully turned his ship around 90 degrees, "Ah!" he exclaimed brightly as he stepped out, Sophie and Rose following him, looking about as the sound of a train speeding by faded into the distance.

Sophie reached up to the high bun she'd twisted her hair up into, her fingers fiddling searching briefly for the bobby pin she could feel digging painfully into her skin, adjusting it just a bit, making it sit in her hair without digging into her scalp.

"So, near future, yeah?" Rose asked and Sophie glanced over at her, before looking to the Shane Ward posters the blond was staring at, posters advertising his Greatest Hits.

"I had a passing fancy," the Doctor replied as he continued to glance about, "Only it didn't pass, it stopped."

"Oh?" Sophie hummed with a smile as she turned to look at him again, "What fancy was that then?" she asked curiously.

The Doctor beamed a grin at her and took her gloved hand in his, leading them on, having gotten his bearings about him and Rose hurried to catch up to the pair, her arm linking through Sophie's as the three of them walked along, the two women glancing at each other and sharing a grin, anticipation building.

 ***O*O*O***

The three turned onto another street and started down it, their gazes almost immediately landing on a large Olympic banner reading 'London 2012', that was hung high above the street, by a street lamp and the house across from it.

"Thirtieth Olympia," the Doctor exclaimed brightly and Sophie found herself beaming an excited grin as Rose squeezed their linked arms with excitement of her own.

"No way!' the blond exclaimed, "Why didn't I think of this?" she grinned enthusiastically, "That's great! Ah!"

Sophie nodded, bells chiming softly, barely heard over the gusting winds as they continued to stroll, "Absolutely brilliant!" she agreed.

The Doctor glanced over at them with a beaming grin, "Only seems like yesterday a few naked Greek blokes were tossing a discus about…" he mused, "Wrestling each other in the sand with crowds stood about, begging… no, wait a minute…" Sophie and Rose glanced at him curiously, "That was club med," he laughed and then pouted just a little when neither of his companions laughed with him, the two of them merely giving him a bit of a look, before they turned their attention back to the street they were strolling down. Well, he supposed it wasn't his best joke, but still, he'd thought it worth a chuckle at least. He nudged Sophie drawing her gaze back to him as he continued. Rose unlinking her arm from Sophie's as she raised a hand to scratch at her ear, "Just in time for the opening doo dah, ceremony… tonight," Sophie's eyes lit up with delight and he beamed another grin at her, before glancing over at Rose who was looking at him again now with equal delight, "I thought you'd both like that. Last one they had in London was dynamite. Wembley, 1948. I loved it so much, I went back and watched it all over again."

Sophie blinked at him, "You crossed your timeline to watch it again?" she questioned, arching a curious brow at him and he nodded.

"Ah, yes… well," he tugged his ear a bit with his free hand, "It was harmless. He, first me, wasn't even aware I was there until he decided to go see it again and by then the point was moot," he gave her a bit of a cheeky grin and Sophie shook her head in amusement as she smiled.

"It must have been very good," Sophie mused.

"Brilliant! As I said, dynamite," the Doctor exclaimed enthusiastically and Sophie smiled at him as he continued, "Fella carrying the torch… lovely chap, what was his…?"

Rose slowed a bit as she noticed a man tacking up a poster on a lamppost and slowly started around the back of Sophie and the Doctor towards it to get a closer look.

"Mark…?" the Doctor continued, his brow furrowed slightly in thought as he tried to remember, "John…? Mark…?" he shrugged and chattered on, letting Sophie's hand slide from his as she gently pulled away from his grip, he walked on. The wind obscuring the chiming sound of the bells in her ears as she moved away from him. The brunette having taken notice of Rose's movement and then the posters that she was moving towards, "Legs like pipe cleaners, but strong as a whippet," he remarked completely oblivious to the fact that neither of his companions were listening to him anymore.

Rose and Sophie stood side by side staring at the two 'Missing Persons' posters that were tacked up on the lamppost, both depicting the disappearance of children. The two exchanged a disquieted look, "Doctor…" the blond called over the wind.

"And in those days," they heard the Doctor continue to ramble, his back still to them, his voice carrying over the wind, "Everybody had a tea party to go to."

"Doctor?" Rose tried again.

"Did you ever have one of those little cakes with the crunchy ball bearings on top…?" the Doctor asked conversationally.

Sophie and Rose exchanged another look, and the brunette sighed lowly before clearing her throat, "Oi!" she hollered loudly over the wind, "Foxy Git!" and Rose blinked and then sniggered under her breath, unable to help herself, as the Doctor finally paused in his stride to glance back over his shoulder at them, a brow arching in question.

Sophie shot the blond a look for her snigger, before blue eyes rolled up to the heavens for a brief moment mildly exasperated and the blond composed herself with a slight effort, coughing under her breath once, "You should really look," she called over to him before she turned back to the poster lips still twitching in amusement, another snigger threatening to escape her.

"Do you know those… those things?" the Doctor continued his line of conversation as he turned and started to saunter back towards them, "Nobody else in this entire galaxy's ever even bothered to make edible ball bearings," he came to a stop beside Sophie, "Genius."

His smile faded as his eyes locked on the posters, reading them over with a quick glance his brow furrowing, "What's taking them, do you think?" he queried as he turned, scanning the street, "Snatching children from a thoroughly ordinary street like this," Sophie pulled her gaze from the 'Missing' posters to look at him, "Why's it so cold…?" he muttered trailing as he thought, mind turning over the possibilities, "Is something reducing the temperature…?"

"It says they all went missing this week," Rose observed as she eyed the posters, "Why would a person do something like this?"

Sophie shook her head sadly in response, as her own gaze flicked back to the posters, to the happy smiling faces of the little boy and the little girl in the black and white photos.

The Doctor arched a brow at the blond as he glanced over at her, "What makes you think it's a person?" he questioned.

Sophie turned her gaze to him again, her brow scrunching, "You think it's an alien?"

The Doctor shrugged, "Could be…dunno, yet," he muttered as he went back to looking about the ordinary residential street they were on.

There is the sound of a door opening and Sophie and Rose turned their heads to look as a woman came out, casting furtive glances about her as she walked swiftly towards the street red rubbish bag in hand. She set it down still glancing around nervously, before she turned and hurried back towards her front door.

"Whatever it is," Rose began and Sophie blinked as she caught movement out of the corner of her eye and turned her head to see the Doctor starting away at a quick clip and she swiftly moved to follow him, unaware that Rose hadn't noticed, the blonde's gaze still on the woman as she slipped quickly back into her home with a last anxious look back at the street, "It's got the whole street scared to death," she commented, "Doctor, what…?" she turned and trailed at seeing both Sophie and the Doctor gone, she looked further down the street to see them hurrying along at the end of it, past a white van and a couple of council workers. She huffed out a low breath and shook her head as she started after them.

 ***O*O*O***

Sophie paused just outside the front yard of the property the Doctor swiftly marched into, watching as he came to a stop in front of a mini yellow framed football goal, his hand held out in front of him, fingers extended out like he was feeling… something.

 ***O*O*O***

Rose continued to hurry up the road after her friends, pausing however, as a mini that was driving down the road suddenly stopped dead, the engine giving out. She watched as one of the council workers propped his broom up against his white van, before he approached the man behind the wheel of the red mini.

"There you go," the council worker called, "Fifth today. Not natural, is it?"

The driver shook his head, flummoxed, "I dunno what happened, I had it serviced less than a month ago."

"Nah, don't even try and explain it, mate," the worker replied, "All the cars are doing it," he explained, "And do you know what? It's bonkers. Bonkers."

Rose arched a curious brow as the driver got out of the car.

"Come on then, pal. I'll help you shift it," the worker offered, "Quicker you're on the way, happier you'll be."

The driver nodded his agreement and the worker positioned himself behind the car, whilst the driver positioned himself at the driver's side and the two started to push.

"There we go," the worker called as he strained, putting all his weight behind trying to get the car moving again.

Rose started over, "Do you want a hand?" she asked.

The worker glanced over at her, "No, we're alright, love."

"You're not," Rose grinned at him, "I'm tougher than I look, honest," she assured him before she moved towards him, moving to stand beside him, gesturing for him to move over a bit to give her some room.

The worker looked at her a moment before shifting over to one side allowing the blond to take a spot beside him and together the three of them pushed. Suddenly the engine sprang back to life, causing the council worker to fall over. The happy driver hopped back into his car, eager to be on his way again.

"Does this happen a lot?" Rose asked as the worker picked himself up, his brow furrowed in mild irritation as he brushed himself off.

"Cheers mate!" the driver hollered as he drove off down the road.

"Been doing it all week," the worker muttered disgruntled.

Rose eyed him, her brow furrowing in thought, "Since those children started going missing?" she questioned.

The worker blinked and then shrugged carelessly, not seeing the connection, "Yeah, I s'pose so," he agreed.

 ***O*O*O***

Sophie tilted her head, curiosity rising as the Doctor crouched down and she stepped into the front yard and approached him from behind, "Ooo," she heard him chuckle, her feet quietly moving over the grass, "Tickles!" he grinned.

"What tickles?" she questioned just as she came up beside him and then saw his hand hovering over the soft green blades, "The grass?"

The Doctor glanced up at her, shaking his head as he continued to grin at the sensation he was feeling, "I'll show you," he murmured and gestured for her to join him, "Just here," he gestured at the ground as she crouched beside him and Sophie extended her gloved hand as she'd seen him do, "Well?" he urged after a beat of silence.

Sophie brow scrunched slightly in thought, teeth sinking into her lower lip briefly, before she shook her head, "Sorry," she muttered and started to pull her hand back, mildly disappointed, "I'm getting nothing."

The Doctor eyed her hand, and grasped it before she could pull it back completely and she blinked at him curiously again, "Gloves," he muttered under his breath and she looked down as he pinched the material of her elbow-length glove between his fingers and slid it off her hand, before gesturing for her to try again, eyes focused on her face.

Sophie extended her hand again so that it was hovering over the grass like his had been and blinked in surprise.

"Well?" the Doctor urged a touch impatiently, his eyes still focused rather intently, expectantly on her face.

Sophie began to smile, "There's a definite tingle," she murmured, feeling a very faint vibration of some kind tingling over the palm of her hand.

The Doctor blinked, brow furrowing slightly, "Only a tingle? Not a tickle?"

Sophie shrugged, "Yeah," she nodded, glancing over at him, "Just a tingle," she confirmed.

The Doctor glanced down, eyeing the position of her hand, before he reached for it, his fingers curling around her wrist and he adjusted the positioning of it slightly, "Now?"

Sophie's eyes widened a bit, "Ok, yeah!" she breathed, with a light giggle, looking up from her hand her lips curving into a smile as the faint tingle shifted into something else, "That's a tickle!" she exclaimed brightly and the Doctor grinned, their eyes meeting and Sophie swallowed thickly, her heart doing an odd beat, the skin of her wrist where his fingers were curved suddenly tingling warmly, a vastly different sensation to the faint tickling over her palm, and her stomach did that odd flip-flop at the intensity in his brown gaze, her brow scrunched with confusion and her tongue flicked out briefly over her lips, her mouth starting to feel a bit dry, the action drawing the Doctor's gaze.

"What's your game?" a male voice demanded and the two jerked with surprise, their heads turning sharply in the direction of the sound, to see a man striding towards them, his hand stuffed into his pockets and looking rather unhappy about their presence.

"My… um…" the Doctor floundered as they stood, almost absently handing Sophie back her glove, "Snakes and Ladders?" he tried as Sophie worked her glove back onto her hand, fiddling a bit awkwardly with the sleeve of the black leather jacket to work the long material up her arm, "Quite good at… Squash," Sophie glanced over at him, still fiddling, "Reasonable," the Doctor took notice of the look the man was giving him, "I'm…" he glanced over at Sophie who was still staring at him as she fiddled, "Being facetious, aren't I?" Sophie gave a small nod, bells chiming quietly, and the Doctor glanced back towards the unhappy man that was staring at the both of them, eyes narrowed with suspicion, "There's no call for it."

 ***O*O*O***

"Every car cuts out," the worker, whom had introduced himself as Kel a bit earlier, explained as he and Rose walked together along the street, "The council are going nuts. I mean, they've given this street the works. Renamed it… I've been tarmacking every pot hole…" he gestured to a spot on the road they were walking on rather proudly, "Look at that. Beauty, init? Yep! And all that is because that Olympic Torch comes right by the end of this Close. Just down there. Everything got to be perfect, ain't it? Only it ain't."

"It takes 'em when they're playing," and elderly woman who'd paused in her walk upon noticing them, told them drawing their attention to her. The front door of a close by house creaked open as a woman poked her head out the door, peering out into the street.

"What takes them?" Rose asked.

"Danny… Jane… Dale… snatched in the blink of an eye."

 ***O*O*O***

"I'm…" the Doctor glanced briefly over at Sophie as they both backed away from the angry man who towards the street, "We're police officers!" he attempted to sooth, his tone a bit pleading as the man stared at them with clear scepticism now, "We've got a badge, and…" he shifted reaching for Sophie and pulling her a bit behind him protectively as they continued to back away, the pair of them on the street now, the man stalking after them, "And a police car… you don't have to get…" Rose eyed them as they backed up towards her, "I can… I can prove it!" the Doctor exclaimed reaching for one of his pockets, "Just hold on."

"We've had plenty of coppers poking around here," the man stated gruffly, his gaze flicking over the Doctor's brown pinstripe suit and long brown coat and then Sophie's mauve shirt, matching gloves and black leather jacket, "And neither of you, look or sound, like any of them."

"See look!" the Doctor exclaimed and suddenly pointed at Rose who'd they'd come to a stop beside on the street, "We've got a colleague! Lewis."

Sophie glanced at him and Rose blinked at the name, her eyes narrowing on the Time Lord ever-so-slightly before taking it in stride, even as she couldn't help, but feel mildly irritated by it. She looked at the man who was staring sceptically still and gave him her best policeman-like wink.

He frowned, eyeing the blonde's casual denim jacket and light-yellow shirt, "Well," he jabbed a finger at her, "She looks less like a copper then the both of you," he jabbed his finger back at the Doctor and Sophie.

The woman who'd poked her head out of her front door, stepped out of it, quietly pushing it closed behind her as she made her way over to the group.

"Training," the Doctor excused as he continued to dig about in his bigger on the inside pocket, "New recruit. It was either that or hairdressing, so…" he trailed and grinned as his hand finally closed about the small little wallet containing his psychic paper and whipped it out, brandishing it at the man, "Voila!"

The woman joined them, eyeing them a touch nervously as she stood arms folded almost protectively across her middle, "What are you going to do?"

"The police have knocked on every door," the elderly woman murmured sadly, "No clues, no leads, nothing."

"Look," the man who'd chased the Doctor and Sophie off his front lawn began, "Kids run off sometimes alright? That's what they do…"

"One, maybe but…" Sophie began.

"Dale Hicks," the elderly woman cut across Sophie and they turned to her, "In your garden," she gestured at the man, "Playing with your Tommy, and then…!" she mimicked someone disappearing into thin air, "Right in front of me, like he was never there!" she exclaimed, "There's no need to look any further than this street. It's right here amongst us."

"Why don't we…" the Doctor began.

"Why don't we start with him?" another woman asked, cutting across the Doctor as she joined them, pointing an accusing finger at Kel, "There's been all sorts like him in this street, day and night!"

"Fixing things up for the Olympics!" Kel replied immediately indignant at the accusation.

"Yeah," the man agreed even as he shot him a suspicious look, "And taking an awful long time about it," he groused.

"I'm of the opinion that all we've gotta do is just…" the Doctor began again, hoping to calm things down before they got out of hand.

"You don't…" Kel cut across him not listening as he glared heatedly at the woman who'd accused him of having something to do with the disappearances, "What you just said, that's slander!"

"I don't care what it is!" the woman retorted, glowering right back at him.

Sophie and Rose exchanged a brief look as the Doctor tried to make himself heard once again, "I think we need to just…"

"I want an apology off her!" Kel demanded pointing at the woman who immediately bristled, intending to do no such thing.

"Stop picking on him," the elderly woman agreed with a firm nod.

"Yeah, stop picking on me!" Kel exclaimed.

"And stop pretending to be blind," the elderly woman told the younger that was standing beside her, "It's evil!"

The woman sniffed still glaring at Kel, "I don't believe in evil."

"Oh no," Kel scoffed at her, "You just believe in tarmackers with sack loads of kidnapped kiddies in their van…"

"Ay, ay, ay," the man cut across him coming to the defence of his neighbour, "That's not what she's saying."

"Would you stop ganging up on me?!" Kel cried.

"Feeling guilty, are we?!" the woman demanded shrilly.

"Fingers on lips!" the Doctor shouted over the bickering, a finger pressed to his own lips as he glared rather pointedly at each person in turn until they slowly pressed a finger to their lips in a 'sh' gesture. His gaze landed on Sophie, to see her blinking at him almost bemusedly her brows slightly raised at him, but a single gloved finger pressed to her lips. His lips twitched a bit her expression, before he shifted his gaze to Rose and his gaze turned pointed once again until the blond pressed a silencing finger to her own lips.

"In the past six days," the Doctor spoke into ensuing silence, "Three of your children have been stolen. Snatched out of thin air, right?"

Sophie blinked, feeling eyes on her, scanning the gathered group on the street, not seeing any one so much as glancing at her, she shifted slightly, finger still pressed to her lips as she started scanning the houses along the street for the source.

"Er…" the elderly woman made a small gesture to her mouth, "Can I…?"

The Doctor gestured for her to go ahead.

"Look around you…" the elderly woman began as Sophie's eyes landed on a window with a small silhouette, a child, a girl, peering out of it a hand resting on the glass as she stared down at them, "This street was safe till it came," the elderly woman continued, "It's not a person. I'll say it if no one else will."

Rose glanced at Sophie noticing her attention focused elsewhere, the brunette's brow slightly scrunched as she stared in the direction of a house.

"Maybe you're coppers, maybe you're not. I don't care who you are," the elderly woman stared at the three claiming to be cops, "Can you please help us?"

Rose shifted following Sophie's gaze to the window and the little girl peering out of it, the woman that had come out of the house noticed their attention and she shifted, spinning around to see them staring up at her little girl, her eyes widened fearfully and hurried back towards her house, swiftly slipping back inside.

 ***O*O*O***

A short while later the Doctor was back in the front yard with the football goal, sniffing about rather loudly whilst Sophie and Rose stood off to the side watching him as he shifted about, still sniffing like a hound after a scent.

They watched him at it for a few moments longer before Rose shifted, arching a brow at him, "Want a hanky?" she quipped.

The Doctor sniffed loudly again, before he turned to look at his companions, "Can you smell it?" he asked them and the two glanced about the yard as they sniffed at the air and saw them crinkle their noses, "What does it remind you of?"

"Sort of…" Rose trailed thinking, "Metal?"

Sophie hummed in agreement sniffing the air again, brow scrunched slightly in thought, "Some sort of burnt metal."

The Doctor beamed a grin at the pair of them, "Mm-hm!" he hummed agreeably as he nodded in confirmation.

"Oooh!" Rose exclaimed cheerily as she grinned.

"Do you need anything else from here?" Sophie enquired, shifting a touch uncomfortably and the Doctor blinked at her questioningly, she gestured to one of the windows, "I kinda get the feeling he wants us to leave."

Rose and the Doctor glanced at the window to see the man, the owner of the house peering down at them from one of the windows.

The Doctor smiled, half tempted to linger longer just to annoy the man a bit more after he'd chased them from this very yard earlier, instead he gave a small nod, his gaze flicking back to Sophie, "Yep, done," he agreed and shot the man a cheery wave in parting as he turned and led them off the property, the man's gaze following them until they'd strolled out of sight.

The Doctor rounded the back of the house and led them into a narrow alleyway between fenced off properties, "Danny Edwards cycled in one end but never came out the other," the Doctor remarked, before he paused in his stride, "Whoa, there it goes again!" he exclaimed and turned to Sophie who'd been walking behind him down the narrow alley as he lifted a hand, "Look at the hairs on the back of my manly hairy hand."

Sophie's lips twitched up in amusement as she glanced down at the back of his proffered hand, seeing the hairs standing on end, "Ooh," she hummed, "Goose bumps."

The Doctor grinned at her.

Rose smiled at them a moment, before she glanced around the alley her nose crinkling, "And there's that smell again…" she observed and Sophie nodded as she sniffed, grimacing slightly at the smell, "It's like a um…" Rose hesitated trying to place the scent, "A burnt fuse plug or something."

"There's residual energy in the spots where the kids vanished," the Doctor explained as they started walking again, "Whatever it was, it used an awful lot of power to do this."

They walked out of the alley and stepped back onto the residential street continuing, the Doctor leading them down it.

"Aren't you a beautiful boy?!" Rose cooed and Sophie glanced towards her to see the blond squatting down beside a ginger cat and she smiled moving to join her.

"Gorgeous," Sophie agreed as she reached out a hand, once more lamenting her gloves as she joined Rose in stroking a hand over the top of the cat's head and then scratched under his chin, the animal purring under their ministrations.

"Thanks!" the Doctor called over his shoulder, beaming a grin, rather pleased, "I'm experimenting with back combing…" he trailed as he glanced over at them and his face fell and his brow furrowed in disappointment at seeing the cat the pair were fawning over, "Oh."

"I used to have one like you," Rose cooed at the cat again stroking a hand over his back and the cat meowed leaning into their caresses.

"Ooh, spoilt aren't ya, boy?" Sophie hummed smiling at the cat and the Doctor shifted uncomfortably fighting the urge to glower at the animal, though he wasn't sure if he succeeded very well as he eyed it distastefully.

Rose looked up and blinked as she noticed the Doctor's expression less then pleased expression as he eyed the cat, "What?"

"No, I'm really not a cat person," the Doctor muttered still eyeing the cat that Sophie was again scratching under its chin with distaste.

Sophie paused and looked up at that, her expression mildly surprised, "Really?" she asked as she straightened up, "I thought you liked them," she commented recalling the time he'd scooped one up and petted it when they'd been searching for Rose in the London Blitz, but then… she adjusted the black leather coat she was wearing, that had been a different Doctor.

The Doctor grimaced, eyes still on the cat, "Yes, well, once you've been threatened by one in a nun's wimple, it kind of takes the joy out of it," he muttered, giving the cat a last glower, before looking away uncomfortably, his hands dug deep into the pockets of his suit pants.

The cat, bored now that the attention had stopped started away and Rose started after it, not quite ready to say goodbye to the cat just yet, "Come here, puss," she called after the ginger cat as it strolled towards a cardboard box that had been left out, "What do you wanna go in there for?" she asked it as it disappeared inside of it.

There was a low whooshing sound and Rose frowned a bit as she heard a meow that sounded like it was fading into the distance. She peered inside of it and her eyes widened at finding it empty, "Doctor! Soph!" she called urgently and the pair hurried towards her and Rose swiftly stood her nose crinkled as the strong smell wafted out of the box.

"Whoa!" the Doctor exclaimed, recoiling a bit.

"Oh my…" Sophie grimaced waving a hand in front of her face as her nose crinkled at the stench that was perforating the air.

"Hoo-hoo-hoo-hoo!" the Doctor waved his hand through the air, dispersing the smell a bit, before he picked up the empty cardboard box, inspecting it, "Ion residue. Blimey! That takes some doing!" he exclaimed as he turned the box around in his hands, "Just to snatch a living organism out of space-time. This baby is just like, 'I'm 'avin' some of that', I'm impressed."

"So, the cat's been transported?" Rose asked as the Doctor dropped the cardboard box back on the ground.

"It can harness huge reserves of ionic power," the Doctor replied pointing, "We need to find the source of that power," he glanced about the street, "Find the source and you'll find… whatever has taken to stealing children and fluffy animals," he turned his companions, "See what you can see," he patted Rose's shoulder, drawing her gaze as he pointed to his eyes and then to hers, "Keep 'em peeled, Lewis," he turned to Sophie, "Sparks," she looked at him in response and he repeated the gesture and the two nodded at him as he walked off.

Rose looked down at the cardboard box the cat had been snatched from, before glancing at Sophie, the two sharing a look before starting off together.

 ***O*O*O***

"I've given you friends and still you moan," Chloe complained as she sat at her desk in her bedroom staring at the drawings of the children she'd made, all of them staring back at her sadly, "Moan, moan, moan. You're lucky," she told them, "You're all together. You don't know what it is to be alone. If you did, you'd be thanking me."

She pulled another piece of paper towards her and picked up her pencil, an irritated frown furrowing her brow. She began to draw, hand moving swiftly over the page, only to press to hard, the lead snapping under the pressure, "No!" she cried with frustration and scribbled over the now ruined drawing with annoyance.

 ***O*O*O***

Sophie and Rose walked together along the street, separating and coming back together as they searched along it, looking for anything that might give them a clue. So far, they'd both come up empty.

A dog barked, breaking the eerie silence of the otherwise quiet street as they came upon a dead end, they wandered along it continuing to split and regroup in their search, shaking their heads at each other in the negative, there was still nothing so far as they could see. They were about to split again, when they heard a sound and they turned, eyes landing on a garage, the sound came again and they glanced at each other before starting towards it.

"Is that you, puss-cat?" Rose asked as more, smaller thumping and crashing sounds came from behind the closed garage door, "Are you trapped?" more thumps, Rose swallowed and exchanged a glance with Sophie again, before their attention returned to the door as another thump came, "Not gonna open it, not gonna open it, not gonna open…"

"Oh, we're gonna open it," Sophie muttered with a bit of a sigh as Rose trailed, her hand reaching for the handle of the white garage door. Sophie shifted, hands coming to rest against the door as she helped Rose lift the roller door up.

Their eyes widened in surprise as they caught a brief sight of something grey-ish, before it was launching at them, knocking them back, startled cries escaping them. The blond fell, hands raised protectively, whilst Sophie managed to keep her feet and she ducked as the ball of something, came whizzing at her again, moving swiftly through the air, making it hard to catch a decent glimpse of it as she ducked and dodged about in an attempt to avoid its attacks. Rose began to sit up only to fall back as it came at her again, whizzing through the air where her head had just been, before it came at Sophie again, the brunette still on her feet…

The Doctor who'd only just rounded the bend in the road, blinked at the sight for a brief moment before he was dashing forward, slipping his sonic out of his pocket, fingers swiftly fiddling over the settings, before he aimed it on the move, closing in on the driveway, "Stay still!" he shouted and Sophie stilled mid bob. He pressed a button and the blue tip flashed as it whirred and swiftly moving ball dropped out of the sky, falling lifelessly to the driveway.

"Okey dokey?" the Doctor asked glancing from Sophie to Rose as he helped the blond regain her feet.

The brunette nodded, "Yeah, good timing," she praised, her eyes going to grey ball of… what looked like, maybe some kind of balled wiring… maybe…

"Yeah," Rose breathed as she brushed herself off, "Cheers."

"No probs," the Doctor replied as Sophie bent down and picked up the now lifeless ball and he stepped towards her eyeing it curiously, Rose following suit, her own gaze affixed to the grey-ish thing.

Sophie eyed it, her head tilting slightly, "It got smaller…" she muttered, or at least she thought it had, maybe it had just appeared bigger whilst she'd been dancing about trying to avoid being bowled over by it… nah it had definitely shrunk, dramatically.

"I'll give you a fiver if you can tell me what the hell it is," the Doctor said as he poked at it with his sonic screwdriver, "Cos, I haven't got the foggiest."

"Well, I can tell you you've just killed it," Rose commented.

"It was never a living thing," the Doctor replied as he plucked the ball from Sophie's hand, "It's animated energy," he told them as he started throwing it up and down, "Same energy that's snatching people," he grinned as he caught it, before he tossed it up again, "That's so dinky!" he exclaimed with delight as he caught it again, and Sophie and Rose smiled at him watching him play with it, "The Go-Anywhere creature. Fits in your pocket… makes friends, impresses the boss… breaks the ice at parties…" he stuffed it into his brown coat pocket with a grin and the girls laughed as they started away.

 ***O*O*O***

The Doctor, Sophie and Rose stood around the Tardis console waiting for the Tardis to finish an analysis of the object. There was a bleep, "Oh, hi ho, here we go," the Doctor remarked "Let's have a look," he murmured pressing a button and the monitor display shifted displaying the results of the analysis, the symbols all in Gallifreyan. The Doctor blinked and his eyes widened slightly in surprise as he read them, "Get out of here…"

Sophie and Rose glanced at him, eyes curious, "What's it say?" the blond asked.

The Doctor reached into his inner jacket pocket and pulled out a pencil, with an eraser on the end of it. He picked it up and rubbed the eraser against the object, "It is!" he exclaimed.

Sophie stared at the spot and blinked in surprise at what she'd just seen, "Did you just erase a part of it?" she asked as he blew over it.

The Doctor nodded, "It's graphite!" he exclaimed with a grin, "Basically, the same material as an HB pencil."

Rose blinked, "We were attacked by a… pencil scribble?"

Sophie glanced at her, their eyes meeting "Scribble monster," she murmured, doing a mock spooky wiggle with her fingers and the pair smiled at each other in mild amusement.

"Scribble creature," the Doctor corrected with a small smirk of amusement as he sniffed it, before holding it out to Sophie and Rose for them to sniff, "Brought into being with ionic energy. Whatever we're dealing with, it can create things as well as take them. But…" he eyed the scribble contemplatively, "Why make a scribble creature?!"

Sophie eyed the scribble, "Maybe it didn't mean too," she mused contemplatively and the Doctor glanced at her.

"Like a mistake," Rose agreed with a bit of a nod, "You scribble over something when you want to get rid of it. Like a um… like a drawing. Like a… a," her eyes widened in realization as the Doctor turned his gaze to her, "Child's drawing!" she turned her gaze to the Doctor, "You said it was in the street."

"Probably…" he agreed.

"Soph!" Rose exclaimed turning to the brunette, "The girl!"

Sophie nodded, bells chiming softly, "Could be…"

"Of course, the girl!" the Doctor exclaimed, and then paused as he blinked at his companions in confusion, who turned their gazes to him, "What girl?"

"The girl in the window," Sophie stated and the Doctor arched a brow in response, the answer telling him not much at all.

"Something about her gave me the creeps…" Rose murmured with a slight frown, "Even her own mum looked scared of her."

"Am I sensing some deducting going on?" the Doctor asked eyeing them with a grin as he leaned in towards them.

"Might be," Rose replied, her tongue poking out from between her teeth as she grinned back at the Time Lord.

"Entirely possible," Sophie agreed with a smile of her own.

"Copper's hunch?" he asked them.

"Permission to follow it up, Sarge?" Rose jested and she linked her arm with Sophie's as the brunette laughed softly.

 ***O*O*O***

The three came to a stop outside the front door of the house Sophie and Rose had seen the girl peering out of. The Doctor rang the bell and the three waited, the Doctor fiddling, glancing about the street impatiently, foot tapping against the pavement.

Sophie glanced over at him, lips twitching upwards into a small smile amused smile, before she glanced over at Rose, the blond also smiling. She caught Rose's eyes, the blond rolled hers in amusement.

The Doctor turned his gaze back to the door and rattled the letterbox slot impatiently and finally a shadow passed in front of the door and it slowly creaked open, one of the women who'd joined them out in the street earlier peering out at them, "Hello," the Time Lord beamed a friendly grin at her, "I'm the Doctor," he greeted and then gestured to the brunette standing beside him, "This is Sophie," she smiled as he then gestured to the blond, "And that's Rose," she smiled, "Can we see your daughter?"

"No!" the woman denied immediately, eyeing them, "You can't."

"Ok!" the Doctor agreed easily, "Bye," the three of them turned in unison and started away from the door, they'd only gone a few steps when.

"Why?" the woman called after them and they turned back to her, "Why do you want to see Chloe?" she asked.

"Well, there's some interesting stuff going on in this street," the Doctor replied, glancing down it, his hands in his suit pants pockets, "And, I just thought, well, we thought, that she might like to give us a hand."

"Sorry to bother you," Rose apologised.

"We won't take up anymore of your time," Sophie murmured.

"Yeah, sorry to bother you. We'll let you get on with things. On your own," the Doctor said a bit pointedly, before he smiled, "Bye again!" the three of them turned and started walking away again, only to move a few more steps when.

"Wait!" the woman called a touch of desperation in her voice and the three of them turned back to her again, "Can you help her?"

The Doctor smiled kindly, "Yes, I can," he assured and the woman glanced a bit nervously back into her home, before she beckoned them to come inside.

 ***O*O*O***

"The Torch bearer is running up the Mall," the commentator on the telly announced as the woman whom had introduced herself as Trish led the three of them into her living room, "Which I can tell you is…"

Sophie and Rose sat down side by side on the white sofa whilst the Doctor shrugged off his long brown coat and flung it down next to the brunette.

"She stays in her room most of the time," Trish began, from where she stood by the doorway, "I try talking to her, but it's like trying to speak to a brick wall," she explained helplessly, "She gives me nothing, just asks to be left alone."

"What about Chloe's dad?" Rose asked and there was a pause as Trish seemed to take a steadying breath.

"Chloe's dad died," Trish finally replied and Sophie shifted on the couch, her eyes lowering to her lap sadly, "About a year ago."

Rose's expression immediately fell, regret filling her at having asked, "I'm sorry," she murmured sincerely.

"You wouldn't be if you'd known him," Trish murmured quietly and Sophie looked up again to see the older woman shrugging as she adverted her gaze from Rose, from all of them, her stance protective.

"Well!" the Doctor exclaimed brightly drawing the rooms attention, "Let's go and say hi!" he made to move.

"I should check on her first…" Trish called hesitantly, making the Doctor pause and turn back to her again, "She might be asleep," she murmured in explanation, shifting uncomfortably, all the eyes in the room on her.

"Why are you afraid of her, Trish?" the Doctor asked softly as he took in her hesitance, the shadow of fear in her eyes.

Trish shifted again, her eyes widening slightly, before she spoke, her voice wavering slightly with emotion, "I want you to know before you see her that she's really a great kid."

"I'm sure she is," the Doctor murmured.

"She's never been in trouble in school…" Trish took a breath glancing from the Doctor glance at the two young women on her sofa, her lips curving into a smile, "You should see her report card from last year. A's and B's," she told them and Sophie found herself smiling back at Trish, the woman so obviously proud of her daughter.

Rose who was also smiling pushed some of her fringe out of her face, her gaze drifting across the room a bit nostalgically as she thought of her own mum, who'd gushed about hers before she'd dropped out, "Can I use your loo?" she asked, her gaze flicking back to Trish as an idea occurred her and got up as the woman gave a small nod of ascent.

Sophie blinked as she turned her head, following Rose with her gaze her brow scrunching slightly as she watched her 'little sister' walk out of view, _'Don't go getting into trouble, Rosie…'_ she thought, before her gaze went back to Trish as she spoke again. Her gaze pausing briefly on the Doctor as their eyes met the Time Lord having glanced after Rose himself.

"She's in the choir…" her voice carried up the stairs as Rose started up them, "She's singing in an old folks home. Any mum would be proud. You know…" Trish swallowed as she focused her gaze on the Doctor, "I want you to know these things before you see her, Doctor. Because right now, she's not herself."

"We're not here to judge her," Sophie murmured softly and the woman seemed to relax at least a very little at the reassurance.

"Just here to help," the Doctor agreed.

 ***O*O*O***

Rose stepped off the stairs and onto the landing, she saw a shadow move behind one of the doors and the soft sound of movement as someone moved towards the door. She glanced about, her gaze landing on the ventilated doors of an airing cupboard, she swiftly stepped towards it and hid inside of it, pulling the doors quietly closed behind herself and watched as Chloe stepped out of her room and started for the stairs.

Rose waited a moment, listening to the sounds of Chloe's soft steps as she traipsed down the stairs, before she cautiously pushed open the doors and stepped back out into the corridor, closing the doors to the cupboard just as quietly, before she turned towards the room Chloe had come out of. She stepped towards it and cautiously pushed it open and peered inside, her eyes taking in the hundreds of drawings covering the walls.

She crept further into the room, moving as quietly as possible as she peered around at the drawings. The wardrobe door suddenly rattled and Rose jumped, knocking over a jar of coloured pencils, the jar and contents spilling onto the floor. She swiftly ducked down picking them up again, straightening up she set it back on the desk, her gaze going to a drawing of a little boy… one that she thought looked rather like the missing boy Dale to see him baring his teeth at her and her eyes widened a bit as a moment ago, she swore that he had merely been frowning.

 ***O*O*O***

Chloe puttered about the kitchen, getting herself a glass of milk from the fridge. Behind her the Doctor popped his head around the corner peering into the kitchen from the dining room, having heard her shifting about, "Alright there?" he called as he stepped into the kitchen walking towards the bench as Sophie and Trish followed him in, "I'm the Doctor," he told her as he settled himself against the table, "And this is Sophie," he added as the petite brunette leant against the table beside him.

"Hi," Sophie murmured as Chloe placed the milk back in the fridge door.

Chloe pushed the fridge door shut and turned to face them, looking at them blankly, "I'm Chloe Webber."

"How're you doing, Chloe Webber?" the Doctor asked as Trish shifted slightly behind him, her arms crossing over her chest as she eyed her daughter anxiously.

"I'm busy," Chloe replied flatly, "I'm making something," she glanced behind him and slightly to the side where her mum was standing, "Aren't I mum."

Trish swallowed heavily at the look in her daughter's eyes, the lifelessness, "And like I said, she's not been sleeping."

"But you've been drawing, though," the Doctor commented as he spied the children's drawings hung up on the fridge.

"They're really good," Sophie murmured with a kind smile as she turned her gaze from the drawings to look at Chloe again, the girl didn't smile back just stared as flatly as before and Sophie felt her hand creep up to tangle in the ends of her hair, only to lower it, recalling the high bun she'd twisted her hair into.

"I'm rubbish at drawing," the Doctor continued, "Stick men are about my limit. Can do this, though…" he lifted a hand, fingers arranged in the 'Vulcan Salute', it being the first thing that had popped into his head after the Star Trek episodes he'd watched rather recently with Sophie and Rose, "Can you do that?"

Chloe stared at him blankly.

"I bet Sparks can, can't you Sparks?" the Doctor asked as he turned to Sophie nudging her gently with his elbow, hoping to get some kind of response from the little girl, something other than those blank eyes and expressionless face.

"Yep," Sophie nodded, bells chiming softly, smiling again as she lifted her hand in the 'Vulcan Salute', showing it to Chloe who merely continued to stare.

Trish nodded and smiled encouragingly at her daughter as she glanced at her again.

"I thought she was Sophie," Chloe muttered flatly, staring at them.

"Ah," the Doctor rubbed at his ear with his free hand, "She is, but I call her Sparks," he told her with a bright smile as he glanced over at Sophie who met his gaze with a bit of a look, her lips curved up in slight smile. The Doctor focused his gaze back on Chloe, hand still raised in the salute, he gestured at her with it, prompting her to try.

Chloe merely stared at them blankly, "They don't stop moaning," she muttered instead after a moment of silence had past.

Trish's smile fell and she took a shaky breath, "Chloe…"

"I try to help them, but they don't stop moaning," Chloe complained, the Doctor and Sophie lowered their hands.

"Who don't?" the Doctor asked quietly.

"We can be together," Chloe insisted.

"Who can?" Sophie questioned softly.

"We can," Chloe muttered staring at the two people in her home as dully as she had from the beginning.

"Sweetheart…" Trish murmured as she moved towards her daughter, reaching for her.

"Don't touch me, mum," Chloe demanded and Trish stopped in her tracks her arm falling back down to her side.

"So," Sophie murmured a bit uncomfortably, breaking the silence that had fallen in the kitchen, her gaze still focused on Chloe, "You've been drawing, yeah? Anything in particular?"

"I'm busy," Chloe told them, before she started away, moving past them as she headed for the door, intending to head back to her room.

"Oh, come on, Chloe!" the Doctor called with disappointment, turning to look after her retreating form, "Don't be a spoil sport!" he continued as he followed her, Sophie trailing him, the both of them following her out into the hallway as she made for the stairs, "What's the big project? I'm dying to know," he tried as she started up the stairs, "What are you making up there?" he called after her.

"That didn't go so well," Sophie sighed lowly.

"Ah, I'm just getting started," the Doctor waved her off, before shooting her a quick smile that Sophie returned.

Their smiles disappeared a moment later as Rose's terrified scream reached them, "Doctor!" they darted for the stairs, "Sophie!" Trish appeared in the hallway and swiftly dashed up the stairs and into the corridor, Chloe following behind them.

The Doctor burst through the door of Chloe's bedroom, dashing across the room towards Rose who was staring transfixed, Sophie a couple of steps behind him, "I'm coming to hurt you…" a deep voice growled from the depths of wardrobe as Trish ran into the room.

The Doctor slammed the doors of the wardrobe shut without so much as a glance inside, before he turned to Rose, checking on her.

"Look at it,' Rose gasped, her eyes still focused on the now closed wardrobe doors, eyes wide with fear.

"No, ta," the Doctor replied firmly, before he let her go satisfied that the blond was fine and moved away to look at the drawings tacked up on the walls, slipping his spectacles on as he examined them curiously.

Sophie stepped a bit closer to her 'little sister', tearing her eyes away from the wardrobe the menacing voice had come from, "You alright, Rosie?" she murmured softly, a hand coming up to brush her arm.

Rose swallowed, taking a breath as she gave a small nod, her still wide eyes flicking from the wardrobe to Sophie and she gave another nod, "Y-Yeah."

"What the hell was that?!" Trish demanded alarmed as she eyed the wardrobe that a red glow had been coming from, before they'd been slammed shut.

"A drawing," Rose swallowed again, glancing over at Trish, "The face of a man."

Sophie swallowed eyeing the wardrobe, "A face?" she muttered and Rose nodded. Sophie blinked and turned to look at the wall, slowly walking towards it as she eyed the drawings as the Doctor picked up one, a drawing of a girl.

"What face?" Trish asked as she moved forward, reaching to pull open the wardrobe doors.

Rose shifted pressing her back against them, "Best not," she told her seriously.

Trish stared at her a moment before she turned to her daughter that had followed her into the room, "What've you been drawing?"

"I drew him yesterday," Chloe replied flatly.

Trish frowned, "Who?"

"Dad."

"Your dad?" Trish questioned confused and upset, her eyes widening slightly as the Doctor glanced up from the drawing he was examining to look over at them, "But he's long gone," she protested, trying desperately to understand as Sophie glanced over with concern, "Chloe, with all the lovely things in the world, why him?"

"I dream about him, staring at me," Chloe replied flatly with a minute shrug.

"I thought we were putting him behind us," Trish murmured staring at her daughter, feeling helpless, "What's the matter with you?"

"We need to stay together," Chloe stated.

"Yes, we do," Trish agreed.

"No. Not you," Chloe glared at her mother, "Us," she stated again and the Doctor glanced over at the drawings on the wall again, before looking down at the one in his hands, examining it more closely as Chloe continued, "We need to stay together, and then it'll be alright."

"What'll be alright?" Sophie asked gently, drawing Chloe's gaze, her eyes still blank as she stared at her, eyes meeting.

"Everything," Chloe replied firmly and Sophie swallowed at the conviction in the girl's tone, the very real belief.

Trish walked towards her daughter, drawing Chloe's gaze to her and she reached for her placing her hands gently to her cheeks, Chloe flinched back and Trish lowered her hands, pained at the rejection from her daughter.

"Trish," Rose called and the older woman turned to her, "The drawings, have you seen what Chloe's drawings can do?"

Sophie grimaced a bit as Trish visibly stiffened and she glared coldly at Rose, "Who gave you permission to come into her room?" she demanded shortly, immediately defensive, "Get out of my house."

"Tell us about the drawings, Chloe," the Doctor requested as he turned to the girl, completely ignoring Trish.

"I don't wanna hear any more of this!" Trish exclaimed with increasing frustration at the situation and scared for her child.

"But that drawing of her dad…" Rose trailed slightly as Trish glowered coldly at her again, but soldiered on determinedly, "I heard a voice. He spoke," she insisted as gently as she could, not wanting to provoke or hurt the woman.

"He's dead," Trish snapped with exasperation, "And these," she gestured to tacked up pictures on the wall, "They're kid's pictures," she insisted firmly, "Now get out!"

"They are," Sophie murmured softly as she glanced at the pictures herself, the drawings so obviously done by a child… a child with a talent for drawing, "But they're aren't," she turned back to Trish who was staring at her now, lips pursed and eyes hard and yet scared, "Are they?" she questioned softly, meeting Trish's gaze.

Trish glanced away, arms crossing defensively, "I don't know what you're talking about," she muttered tightly, frowning off to the side.

"Chloe has a power," Rose spoke again, voice gentle, beseeching, and Trish turned to look at her again, lips still pursed, "And I don't know how, but she used it to take Danny Edwards, Dale Hicks, she's using it to snatch kids."

Trish's gaze hardened again, cooling at the accusation, even as fear rose in her again, "Get out," she demanded.

"We could," Sophie murmured softly, her hands stuffed into the pockets of her leather jacket and Trish turned her head to look at her again, "But then… nothing would change," the older woman swallowed, "And you'd be left to deal with this, whatever this is, on your own."

Trish stared at her a moment, jaw clenching and unclenching before she looked away, remaining silent, the demand for them to leave again, catching in her throat and sticking there like a painful lump.

"Have you seen those drawings move?" Rose asked quietly.

Trish's eyes widened, before levelled another glare at the blond, "I haven't seen anything," she insisted, voice wavering slightly.

"Yes, you have," the Doctor murmured and Trish swallowed past the lump in her throat as she turned her head to look at him, "Out of the corner of your eye."

Trish shook her head, "No."

"And you dismissed it," the Doctor continued like she hadn't spoken, "Because what choice do you have when you see something you can't possibly explain?" he questioned rhetorically as he stepped towards her, "You dismiss it, right? And if anyone mentions it, you get angry, so it's never spoken of, ever ag…"

"She's a child…" Trish argued.

"And you're terrified of her," the Doctor rebutted and Trish swallowed past the lump in her throat again, hating that that was the truth, "But there's nowhere to turn to, because who's going to believe the things you see out of the corner of your eye?" he asked, "No one," he answered himself before Trish had the chance to reply, "Except me."

Trish stared up at him, disconcerted and yet, cautiously hopeful for the first time since this whole mess had started, "Who are you?"

"I'm help."

 ***O*O*O***

The Doctor swiped a jar of marmalade off the kitchen counter, settling himself against it as he twisted the lid off and absently plunged a couple of fingers into it, scooping out some of the marmalade and stuck his fingers into his mouth, absently enjoying the flavour on his tongue as he thought.

"Ahem."

He blinked, pausing as he glanced towards his companions at the sound a throat clearing to see the both of them staring at him rather sternly, they shook their heads at him. Rose mouthing 'No' and Sophie 'Put it back.' He swallowed, glancing down at the marmalade jar still in his hand, before he glanced towards Trish who merely stared at him a moment longer before glancing away, toying with her necklace. He lowered his fingers from his mouth sheepishly and replaced the lid before he slid it back onto the bench behind him, before crossing his arms over his chest.

Sophie and Rose exchanged a look that was both exasperated and just a little amused, before the blond broke the silence, "Those pictures, they're alive," she began, "She's drawing people and they end up in her pictures."

"Ionic energy," the Doctor stated, "Chloe's harnessing it to steal those kids and place them in some kind of holding-pen made up of ionic power."

"And what about the dad from hell in her wardrobe?" Rose asked next and Sophie glanced at her again.

"How many times do I have to tell you," Trish sighed with exasperation, her posture tense as she focused her gaze on the blond, "He's dead."

"Well, he's got a very loud voice for a dead bloke," Rose muttered in retort and Trish narrowed her eyes on her, her hands clenching over her arms.

"So…" Sophie began, turning to look at the Doctor again who's expression was pensive, his eyes focusing on her as she spoke, "Ionic energy is snatching the kids and trapping them in those pictures…" she trailed feeling Trish's eyes on her, "But, how's a dead man wound up in one? I mean, even with Chloe drawing him, there's nothing to snatch."

The Doctor shifted, arms uncrossing as he rested his hands against the bench he was leaning against, his expression still pensive, "If living things can become drawings, then maybe drawings can become living things…" he mused, before he shivered suddenly and Sophie's brow scrunched, her arms crossing protectively over her chest, whilst Rose jumped slightly, "Chloe's real dad is dead, but not the one who visits her in her nightmares," he frowned heavily, "That dad seems very real. That's the dad she's drawn and he's a heartbeat away from crashing into this world…"

Trish swallowed heavily, "She always got the worse of it when he was alive," she admitted lowly, her expression pained as it was horrified.

"Doctor, how can a twelve-year old girl be doing any of this?" Rose asked, frowning disquietedly as she turned her head to look at the Time Lord again.

"Let's find out," he murmured after a short pause, before he straightened and strode out of the kitchen, Sophie and Rose following him. Trish took a steadying breath before she moved after them, still clutching at her arms protectively.

 ***O*O*O***

Chloe looked up from where she was sitting cross-legged as her bedroom door opened and the Doctor strolled in, followed by Sophie, Rose and her mother. Her dull eyes tracked the Doctor's movements as he moved across the room towards her, coming to a stop in front of her at the foot of her bed. She stared up at him as he stared down at her and slowly she raised a hand, giving him the 'Vulcan Salute' he'd shown her earlier, but otherwise remained silent.

"Nice one," the Doctor murmured, lips curving into a small smile as he knelt down in front of her, before he took her head in his hands, fingers at her temples, his eyes falling closed as he concentrated.

Chloe's eyes rolled back into her head, before her eyes fluttered shut and she started to slump under his hands.

"There we go…" the Doctor murmured as he helped her lie back against her space themed comforter.

Trish started forwards, eyes anxious, "I can't let him do this…" she trailed as she was brought to a halt gentle, but firm hands gripping her arms.

"Shh," Rose soothed comfortingly, "It's ok. Trust him," she urged.

"It doesn't hurt," Sophie assured the concerned mother as she watched the Doctor straighten up, "Just kind of, tickles a bit..." she trailed a touch awkwardly.

"Now we can talk," the Doctor stated as he looked down at Chloe, who's eyes were still shut in an induced sleep.

"I want Chloe," a voice whispered from the girl, a voice that clearly didn't belong to Chloe, the sound echoing strangely, "Wake her up," the voice demanded, "I want Chloe."

"Who are you?" the Doctor questioned.

"I want Chloe Webber!" the voice cried with a desperate passion, a hand thumping against the bed for emphasis.

Trish stared with wide scared eyes, her hands clenched in front of her to stop them from trembling, tears welling in her eyes, "What've you done to my little girl?" she cried, upset.

"That's not Chloe," Sophie murmured quietly and then winced a little as she heard Trish let out a terrified whimper, she hadn't meant to agitate the frightened woman further.

"Doctor, what is it?" Rose asked.

The Doctor didn't reply, focusing on Chloe on the being residing inside the child, he slowly rounded the bed, "I'm speaking to you, the entity that is using this human child," he spoke to the being, his voice firm, "I request parley in compliance with the Shadow Proclamation."

"I don't care about shadows or parleys," the voice declared adamantly, a touch of petulance entering its tone.

"So, what do you care about?" he asked.

"I want my friends," the being cried, frustration and desperation darkening its tone, hand thumping against the bed again.

The Doctor knelt down beside the bed, his gaze still focused on Chloe, "You're lonely, I know," he murmured, "Identify yourself."

"I am one of many," the being replied, "I travel with my brothers and sisters. We take an endless journey. A thousand of your lifetimes. But now I am alone. I hate it," it cried, "It's not fair, and I hate it!" it yelled and Chloe's eyes snapped open.

"Name yourself!" the Doctor demanded.

"Isolus."

"You're Isolus," the Doctor murmured with realization, "Of course."

The Isolus manipulated Chloe's hand getting her to pick up a coloured pencil and began to draw on a blank page of a pad that was on the bed beside Chloe's prone form, "Our journey began in the Deep Realms when we were a family."

Trish inched forward, closer to the bed, Sophie and Rose moving with her, their eyes on what Chloe was drawing, the image starting to take shape as Chloe's hand moved quickly over the page, "What's that?" Trish asked.

"The Isolus Mother, drifting in deep space," the Doctor answered as he stood, "See, she jettisons millions of fledging spores. Her children. The Isolus are empathic beings of intense emotions," he explained further, "But when they're cast off from their mother, their empathic link, their need for each other, is what sustains them. They need to be together. They cannot be alone."

"Our journey is long."

"The Isolus children travel, each inside a pod," the Doctor continued his explanation, "They ride the heat and energy of solar tides. It takes thousands and thousands of years for them to grow up."

"Thousands of years just floating through space…" Rose muttered, shivering just a bit at the thought of what kind of childhood that could be, "Poor things, don't they go mad with boredom?" she asked the Time Lord.

"We play," the Isolus replied.

Rose blinked a bit taken aback as she turned her gaze down Isolus possessed Chloe, her brow furrowing slightly, "You… play?"

"While they travel, they play games," the Doctor murmured as he sat down on the bed by Chloe, "They use their ionic power to literally create make-believe worlds in which to play."

Sophie smiled slightly, the curve of it a bit sad, sympathetic, as she looked at Chloe, her hand still drawing out the image of the Isolus' mother, "Endless hours of fun," she murmured softly, her own childhood having been filled with her own imagination as the other children either shunned her or taunted her.

"In-flight entertainment," Rose agreed.

"Helps keep them happy," the Doctor told them, "While they're happy, they can feed off each others love. Without it, they're lost," he murmured, before he turned his gaze from them to look at Chloe again, "Why did you come to Earth?"

"We were too close," the Isolus replied and ripped the page she'd been drawing on off the pad, setting it aside, before starting to draw on the fresh page.

The Doctor turned his gaze to new drawing that was swiftly taking shape before his eyes, "That's a solar flare from your sun," he murmured with realization, "Would have made a tidal wave of solar energy that scattered the Isolus pods."

"Only I fell to Earth," the Isolus bemoaned, "My brothers and sisters are left up there, and I cannot reach them. So alone."

Sophie's brow scrunched with concern, her gaze slowly lifting from the Isolus possessed Chloe to the wall covered in drawings.

"You're pod crashed…" the Doctor murmured frowning slightly, as he reached to stroke a hand soothingly over Chloe's hair, "Where is it?" he asked as Sophie lowered her gaze from the wall again to look back down at Chloe.

"My pod was drawn to heat…" the Isolus replied, "And I was drawn to Chloe Webber. She was like me, alone. She needed me, and I needed her."

"You empathised with her," the Doctor murmured as he continued to stroke her hair in the hopes of offering some comfort to the lost child and Chloe herself, "You wanted to be with her because she was alone like you."

"I want my family," the Isolus whispered sadly, pained at the loss of all those she held dear… only Chloe was left… just Chloe, "It's not fair."

"I understand," the Doctor murmured, stroking his hand over her hair again, "You wanna make a family," he sighed lowly, "But you can't stay in this child. It's wrong. You can't steal any more friends for yourself."

"I am alone," the Isolus cried and there was a sudden thump from the wardrobe and they turned to look at it, Trish letting out a soft fearful gasp, her eyes wide. A red glow spilling out from under the door that was tremoring as something pounded against it.

"I'm coming to hurt you," the same deep gruff menacing voice came from inside of the wardrobe as the pounding continued, something, someone trying to get out… to break free.

On the bed Chloe began to shake and tremble in fear, her face remaining impassive however, as she stared at the closed door of her wardrobe.

"I'm coming," the voice promised and Chloe trembled harder, jerking wildly now.

"Trish, how do you calm her?!" the Doctor called as he looked from the convulsing Chloe to her mother.

"What?" Trish asked confused and shaken by what was happening, that voice… that voice that she'd though to never hear again… that nightmare over.

"When she has nightmares," the Doctor quickly reiterated, "What do you do?"

"I… I…"

Sophie tore her wide concerned eyes from Chloe as she turned to Trish, "You know the answer, think!" she urged the shaken, terrified woman.

"I…" Trish tried again, words catching around the lump in her throat, even as her brain stuttered along in her panic.

"What do you do?!" the Doctor demanded urgently as he tried to keep Chloe from hurting herself with her violent terrified shaking.

"I sing to her," Trish finally managed to get out.

"Then start singing," the Doctor urged as he beckoned her over, standing so that she could take his spot on the bed.

"Chloe…" the voice came again as Trish sank down on to the bed and the Doctor backed away towards his companions, coming to stand by Sophie, "I'm coming."

"Kookaburra sits in the old gum tree," Trish began to sing, her voice trembling slightly as she smoothed a hand over her daughter's head, her eyes pricking hotly with tears, "Merry, merry king of the bush is he…" her voice started to gain a little more strength.

"Chloe… Chloe…" the voice called from beyond the wardrobe door, the rattling as something thumped heavily against it. The Doctor, Sophie and Rose turned their heads to look at it, eyeing it warily as Trish continued to sing.

"Laugh, kookaburra, laugh, kookaburra gay your life must be," the banging and voice from the wardrobe began to fade, "Laugh, kookaburra, laugh, kookaburra, gay your life must be…"

Chloe stilled on the bed as she calmed, her eyes falling closed in sleep and the rattling of the wardrobe door ceased, the voice falling completely silent and the ominous red glow from beneath the door retreated.

Trish swallowed heavily, tears welling in her eyes as she stared at her daughter, still stroking her hair, "He came to her because she was lonely…" she cried, her tears starting to roll down her cheeks, "Chloe… I'm sorry…" she murmured, voice breaking as she buried her face in her little girl's shoulder as she threw her arms around her, wracking sobs escaping her.

 ***O*O*O***

"Chloe usually got the brunt of his temper when he'd had a drink," Trish sighed bitterly as she stepped into the living room, accepting a bunch of pencils from Sophie, the brunette having gathered up those scattered around the living area, "The day he crashed the car, I thought we were free," she admitted as she accepted another bunch from Rose, "I thought it was over."

"Memories linger," Sophie murmured with a low sigh, "Especially bad ones…" she muttered with a slight grimace.

"Did you talk to her about it?" Rose asked as she sank down onto the white sofa.

"I didn't want to," Trish murmured with a shake of her head and swallowed guiltily as she glanced about the space, searching for any pencils that might have been missed, her hands tightening about those already in her grasp.

"But…" Rose started cautiously, "Maybe that's why Chloe feels so alone. Cos, she has all these terrible dreams about her dad, but she can't talk to you about them."

Sophie glanced away, looking out the window her brow slightly scrunched, and her eyes a bit distant for a moment as those words struck a chord in her. How often had she wished to be able to share when she saw, dreamed, something horrible, only to have no one… her gaze skirted to the Doctor who was standing by a wall, at least now, she had someone she could sit with afterwards, someone who'd distract her from them, even if she couldn't spill their contents. The Doctor's eyes turned to her as if sensing her gaze and she offered him a quick smile, her cheeks flushing in mild embarrassment at getting caught staring at him, her stomach doing that odd flip-flop again, darting her eyes away from him quickly and so missing the smile he gave her in return. She twisted her fingers together subconsciously as she felt his gaze lingering on her for a brief moment.

"Her and the Isolus…" the Doctor murmured as he turned his gaze back to the room at large and Sophie turned her gaze back to him as he continued, "Two lonely kids who need each other."

"And it won't stop, will it, Doctor?" Rose asked with a concerned frown, "It'll just keep pulling kids in."

"It's desperate to be loved," the Doctor sighed, "It's used to a pretty big family."

"How big?" Rose asked.

Sophie's brow scrunched, "You said millions earlier…" she murmured, "Millions of spores."

"Yeah, I may have understated a bit," the Doctor said scratching at his ear, "It's more say, uh… four billion?"

There was a stunned silence at that, "Oh…" Sophie sighed as she sank down into the recliner that was a match for the sofa. Rose turned her gaze to the telly, watching the footage of the Olympics as she tried to process that.

 ***O*O*O***

Chloe sat in front of a laptop in her room, her mother having given it to her in the hopes of distracting her from wanting to draw. She stared at it, watching the BBC News 24 as it broadcasted the Olympics.

"The queues started a week ago for those desperate enough to be inside," the commentator reported, "Although lots of them expected a capacity crowd of eighty thousand…" there was a sound from the wardrobe and Chloe shifted in her chair, glancing back, before she got up and started away from the laptop, "For this evening's opening ceremony. I have to say there's been…"

 ***O*O*O***

The Doctor shrugged on his coat as he, Sophie and Rose exited the Webber house, "We need that pod," the Doctor stated as they started for the street.

"It crashed, won't it be destroyed?" Rose asked.

"Or, at least badly damaged?" Sophie queried as she glanced up at the sky, squinting slightly against the suns harsh glare, it was a long way to fall.

"Well, it's been sucking in all the heat it can…" the Doctor began with a bit of a frown, "Hopefully that should keep it in a fit state to launch."

Sophie gave a bit of a nod, even as her gaze lifted to Chloe's bedroom window, spotting the little girls outline as she peered out at them. She looked away as Rose glanced at the window, the brunette's gaze going to the Doctor as he continued.

"It must be close," he stated, "It should have a weak energy signature that the Tardis can trace. Once we find it, then we can stop the Isolus."

Chloe watched them from her window a moment longer, before she moved away.

 ***O*O*O***

"She's running a temperature," Trish spoke into her phone and picked up a small bit of paper from the table, "I can't go into that now, Kristy. Yes, we've got a doctor."

Chloe trod quietly down the stairs, her mother entirely unaware as she snuck towards the front, slipping out of it with hardly a sound.

"Yeah," Trish continued, "He said he can help her."

 ***O*O*O***

"We can scan for the same trace that I picked up from the scribble creature," the Doctor informed Sophie and Rose as the three of them approached the Tardis, "We need to widen the field a bit," he murmured as he started digging about his pockets for his key.

Chloe watched from a distance, having followed them through the streets, watching as the Doctor unlocked the door and Rose stepped in and then Sophie, the Doctor's hand on the brunette's lower back for the briefest of movements before he stepped in after her, the door closing behind them. She stood there a moment longer, eyeing the blue box…

 ***O*O*O***

The Doctor fumbled with a device, by the console, Sophie leaning against it, holding a tool in each hand, whilst Rose sat in the pilot's chair, her holding a couple of tools of her own, "You knew the Isolus was lonely before it told you," Rose remarked as she eyed the Doctor's back curiously, "How?" she asked as he turned from the console.

The Doctor shoved Rose off the chair and sat down in it himself, hands still fumbling with the device he was building, "I know what it's like to travel a long way on your own," he replied, "Give me the stina magnetic… erm," he looked up realizing that neither of them would probably know what he was talking about, he swiftly glanced at the tools they were holding, before nodding sharply towards it, "The thing in your left hand."

"Sounds like you're on its side," Rose commented, eyeing him as she slotted the tool he'd nodded at into the device for him.

"There's no sides," Sophie murmured, almost mumbled as she watched the Doctor's hands as he fiddled with the device.

Rose glanced at her, "You too!" she exclaimed with surprise and Sophie shifted a little uncomfortably.

"I'm not on a side," Sophie muttered again and sighed out a low breath, her brow scrunched slightly, she just knew what it was like to be lonely… to feel completely and totally alone, and it was a child… a sad, lonely child.

"I sympathise, that's all," the Doctor muttered, fumbling a bit with the device.

"The Isolus has caused a lot of pain for these people," Rose reminded them, with a frown as she glanced from Sophie to the Doctor.

Sophie grimaced a little, "I know," she sighed quietly, "Not saying that the Isolus hasn't caused pain," she murmured.

"It's a child!" the Doctor shot back, before he blew on the device, "That's why it went to Chloe. Two lonely mixed up kids."

"Hmm…" Rose hummed as the Doctor blew on the device again, examining, "Feels to me like temper tantrum because it can't get its own way."

"Kids do that," Sophie murmured, she'd seen a few, especially from the younger kids at the orphanage. She'd thrown a couple… she'd soon learnt it was better not too. All the kids at the orphanage had, the old Warden there hadn't had much patience, especially not for the younger children, and especially not for her…

"It's scared! Come on," he urged Rose, "You were a kid once. Binary dot," he demanded holding out his hand and Sophie quickly handed it over.

"Yes!" Rose exclaimed as she nodded, "And I know what kids can be like. Right little… terrors," she stated and beside her Sophie sighed.

 ***O*O*O***

Chloe slipped back into her bedroom and headed straight for her bed, reaching under, she quickly pulled out a doll and pulled the head from it, revealing her secret stash of pencils. She took them out and discarded the doll, pencils gripped in hand as she quickly marched over to her desk, in a hurry to get started…

 ***O*O*O***

"Gum," the Doctor demanded holding out a hand towards his companions.

The two glanced at each other, the both of them chewing, Rose pointed at Sophie and gave her a bit of pleading look, still enjoying her gum.

Sophie rolled her eyes a bit and shrugged as the Doctor wiggling his fingers a bit impatiently at them. She spat the gum into her hand and with the smallest of grimaces she placed it in the Doctor's waiting one.

"I've got cousins," Rose commented as the Doctor retracted his hand, "Kids can't have it all their own way. That's part of being a family."

"What about trying to understand them?" the Doctor queried as he stuck the gum into the device securing it.

"Easy for you to say," Rose commented with a bit of a smile and turned her head to glance about the interior of the Tardis, "You don't have kids."

"I was a dad once," the Doctor replied, off-handed, not looking up from what he was doing, concentrating on it.

Rose stilled in shock, her eyes widening with it as she turned sharply to look at him again, whilst Sophie's eyes saddened for him, heart aching, "What did you say?" the blond breathed, before she glanced at Sophie and frowned a little at the lack of complete surprise on the brunette's face, "You knew?"

Sophie shook her head, "No, not really," she mumbled with a small slightly awkward shrug, glancing at Rose and then away again as the Doctor continued to work, ignoring them. She hadn't known… no one, the Doctor, hadn't told her or anything. She just wasn't completely surprised by it. He was centuries old, and… well, from what she'd seen when they'd interacted with kids, he was good with them… it wasn't really a leap to think he'd had his own, once upon a time… before he'd become the last.

The Doctor finished affixing a component into place with the aid of the gum, "I think we're there," he exclaimed as he stood and stepped back over to the console, "Fear, loneliness," he commented, "There the big ones," he stated, "Some of the most terrible acts ever committed have been inspired by them. We're not dealing with something that wants to conquer or destroy," he continued talking as he pressed buttons and pulled levers, seemingly entirely unaware that he'd thrown one of his companions for a complete loop as the blond tried to process the fact that the Time Lord, the crazy alien that she and Sophie where travel through time and space with had been a dad.

"There's a lot of things you need to get across this universe. Warp drive…" he pointed, "Wormhole Refractors…" he made another gesture.

Sophie blinked as she caught sight of something and she lifted hand pointing towards it, making Rose blink and peer at the monitor too, her mind still reeling.

"You know the thing you need most of all. A hand to hold…" he grinned as he glanced at them and noticing Sophie's outstretched hand he took it and Sophie blinked, glancing at him in confusion as to why he'd taken it.

The Doctor blinked back, a bit confused by her confusion this time… she was the one holding her hand out to him after all.

Rose shook her head, chuckling as she took in the bemusement of her friends, hands still clasped, "No! Look," she laughed, "She's pointing."

The Doctor blinked and turned to the monitor that Sophie had been pointing at, his gaze landing on a flashing white light on a map of the neighbourhood, "It's the pod!" he exclaimed with an excited grin, "It is in the street! Everything's coming up, Doctor!"

He turned and dashed for the doors of the Tardis, Sophie swiftly following him, Rose a touch slower still a bit distracted by what she'd learned.

 ***O*O*O***

At her desk, Chloe's hand moved swiftly over the paper, colouring in the drawing she'd done of the blue box she'd seen the three disappear into.

 ***O*O*O***

The trio left the Tardis, the Doctor shutting the door behind them, "Ok. It's about two inches across," the Doctor began to explain as the three of them strolled swiftly away from the ship, "Dull grey, like a gull's egg. Very light," he told them.

 ***O*O*O***

Chloe started colouring the Doctor, pencil moving swiftly, filled with the need to hurry… she needed to hurry.

 ***O*O*O***

"So, these pods, they travel from sun to sun using heat, yeah?" Rose asked and the Doctor nodded, "So, it's not all about love and stuff. Doesn't the pod just need heat?"

There was a crash and Sophie and Rose spun, their noses filled with the scent of burnt metal, eyes widening with alarm at seeing the device on the ground in pieces and the Doctor vanished, along with Tardis.

 ***O*O*O***

Still at her desk, Chloe continued to draw, hand still moving swiftly over the page, "Stop moaning," she muttered petulantly at the drawing of the Doctor, who was trying to talk to her, reason with her, "I'm not done yet," she huffed as she started to colour in the person she'd drawn next to the Doctor on the page, hand working fast, "I'm giving you another friend," she assured and the image of the Doctor shifted, glancing to the side in growing alarm, before mouthing 'no!' at Chloe, but the girl didn't even pause.

 ***O*O*O***

"But, the pencils…" Sophie muttered, before her eyes widened further, a strange sensation starting… almost ticklish over her skin, the fine hairs on her arms and on the back of her neck standing on end, she glanced down at her hands, "Bugger!" she breathed.

Rose turned to look at her just as a quiet whoosh sounded and her eyes widened further at seeing an empty space where Sophie had been standing, the brunette suddenly gone too… leaving her alone. She glanced about, swallowing heavily, nervously… "Doctor! Soph!" she shouted with alarm as she spun, hoping to see them, despite the burnt fuse-like smell in the air, half expecting to vanish too.

When she didn't her expression hardened and she spun, taking off at a run, sprinting towards the street.

 ***O*O*O***

Rose hammered frantically at the Webber's front door with her fist, impatience burning in her. The door swung open as Trish pulled it open and Rose pushed by her without so much as a 'hello', heading swiftly for the stairs.

"It's ok," Trish called after her, following her with concern, "I've taken all the pencils off her," she attempted to assure.

Rose burst in Chloe's room and marched over to her, swiping the paper the little girl had been drawing on, her eyes landing on the drawn forms of the Doctor, Sophie and the Tardis, tears pricking at the backs of her eyes.

"Leave me alone!" the Isolus cried desperately frustrated and scared, "I want to be with Chloe Webber! I love Chloe Webber!"

Rose glared, "Bring them back, now!" she demanded tersely, her heart pounding.

"No," the Isolus retorted.

Rose turned away, her shaky hand coming up to her face for a brief moment, before she whirled back around grasping the little girl by the shoulders, "Don't you realised what you've done?" she demanded shortly, desperation darkening her tone as she stared at Chloe, glowering at her… at the petulant Isolus child, "He's the only one who could help you," she snapped at the alien, "Now you bring them back!"

"Leave me alone!" the Isolus cried despondently as it tried to shrug off her hands, her fingers digging into Chloe's shoulders, "I love Chloe Webber!"

Rose face softened and she felt a flash of guilt, what was she doing? Chloe, the Isolus was a child, just a child. She released Chloe and straightened up with a shaky sigh, "I know," she muttered softly, her voice gentle now, "I know…" she turned her attention to the page in her hands, the drawings of the Doctor and Sophie holding hands as they stood by the drawing of the Tardis. Another shaky breath escaped Rose as her fingers smoothed over the edges of the page, determination taking hold, "Doctor, Soph, if you guys can hear me, I'm going to get you out of there," she swore, "I'll find the pod," she promised, before she turned to Trish who'd followed her into Chloe's room, "Don't leave her alone, no matter what," she told the woman firmly, before she strode swiftly out of the room, the voice of the commentator following her down the stairs.

"…The Torch Bearer getting even closer to the Olympic Stadium… before turning East along the Embankment."

 ***O*O*O***

Kel was crutched down smoothing a hand over the surface of the road, feeling rather proud of his handiwork as Rose stepped back out of the Webber house, "Heat," she muttered as she strolled away from the house towards the street, glancing around, trying to focus on what could cause heat and draw the pod, not the fact that her friends were trapped in some kind of Ionic holding-pen, leaving her alone, her hands trembled and she clenched them, "They travel on heat," she muttered again, thinking.

"Look at this finish," Kel called to her, drawing her attention, "Smooth as a baby's bottom," she ran over to him, "Not a bump or a lump," he said proudly.

"Kel," Rose spoke hurriedly as she crouched down beside him, needing to find the pod and he'd been on this street all week, "Was there anything in this street in the last few days giving off a lot of heat?"

"I mean," Kel continued not really paying her much attention at all as he basked in a job well done, "You can eat your dinner off this," he smiled, "Beautiful. So, you tell me why the other one's got a lump in it when I gave it the same love and craftsmanship as I did this one."

Rose frowned in irritation, "Well, when you've worked it out, put it in a big book about tarmacking," she muttered at him, "But before you do that, think back six days."

Kel glanced at her mildly confused, "Six days…?" he murmured and then blinked, "When I was laying this the first-time round," he recalled.

"What?" Rose questioned.

"Well," Kel shrugged, "That's when I filled in this pothole for the first time."

"Six days ago…" Rose muttered with a frown, thinking hard, before her eyes began to widen, "Hot fresh tar…"

"Blended to a secret council recipe," Kel said looking down at his work with another proud smile, all he had to do now was figure out what to do about the lump in the other… he startled a bit as Rose leapt up and hurried off towards his van, "Ah… Ah!" he called after her with wide eyes, "I don't keep it in the van!" he hollered at her and leapt to his feet as the blond got the doors open, striding towards her with alarm, "Hey, that's a council van. Out!"

Rose ignored him as she clambered inside the back of the van and snatched up a pickaxe, smiling widely at it as she let out a bit of a laugh as she hopped out again.

"Whoa," Kel exclaimed and hurried after her as she moved back towards his recently laid tarmac, "Wait, wait, wait, you just removed a council axe from a council van," he protested, "Put it back. No, don't, wait, put the axe back in the van, that's my van, gimme the axe," he demanded before his eyes widened as Rose raised the pickaxe, swinging it up over the tarmac, "No!" he cried with alarm, "Wait! No!"

Rose let out a cry of effort as she brought down the pickaxe, smashing it down on the tarmac as hard as she could, breaking it.

"No! You…" Kel cried bewildered at what was happening, "Stop!" Rose paid him no mind as she hacked at the road again, "You just removed a council axe from a council van, and now you're digging up a council road! I'm reporting you to the council!"

Rose scrambled about the hole she'd made, searching through the broken bits of tarmac and then smiled as she found the spaceship, "It's went for the hottest thing in the street," she declared as she scooped it up, grinning now, "Your tar!" she laughed with delight, she'd found it! And now she could save her 'big sister' and the Time Lord.

"What is it?" Kel questioned, outrage shifting to confusion for a moment as he stared at the small grey object the blond had dug out of the tar… the only thing he knew, was that it didn't belong in his tarmac!

"It's a spaceship!" Rose glanced at him, "Not a council spaceship, I'm afraid," she examined it closely brushing tarmac dust off it, the smile still playing on her lips.

 ***O*O*O***

"We're live on News 24," the commentator's voice came from the laptop as Chloe grabbed up a chair and started for her bedroom door, "The opening ceremony of the London Olympics of 2012 is well underway," she jammed the chair against the door, barring it, "And people from all over the world are streaming into the stadium right now," she lowered herself down and grabbed a pencil from under her mattress, "They all have their dreams," she settled down to draw, hand moving quickly over the page, "They've all put in years of hard work…"

 ***O*O*O***

"I've found it!" Rose called as she burst back into the Webber house, moving into the living room as Trish stepped into it, "I don't know what to do with it," Rose continued showing the pod to Trish, "But maybe the Isolus will just hop on board," Rose blinked and glanced about searching for Chloe, brow starting to furrow, "Hold on, I told you not to leave her!" she cried alarmed.

"My God…" the commentator exclaimed from the telly, drawing their attention, "Er, what's going on here?" Rose's eyes widened at seeing that the stadium that had been crowded moments earlier was now empty.

"I don't care if you've got Snow White and the Seven Dwarves buried under there," Kel exclaimed with continued outrage as he followed Rose into the living room, "You don't go digging up…"

"Shut up and look!" Rose cut him off, gesturing to the telly.

Kel looked and fell silent.

"The crowd has vanished! Er… um… they're gone. Everyone has gone. Thousands of people have just gone. Er… um… right in front of my eyes. Um… it's impossible! Bob, can we join you in the box?" there was silence and the footage cut to the box, empty, "Not you too, Bob?"

Rose shook her head, "The stadium won't be enough. The Isolus has four billion brothers and sisters."

 ***O*O*O***

"Over eighty thousand spectators and thirteen thousand athletes…" the commentators voice came from the laptop in Chloe's room.

"Not enough," the Isolus whispered, watching the screen.

"Er…" the flummoxed commentator continued, "They're gone! All those people. Er… it's a terrible, terrible turn of events…"

Chloe stood and rushed away from the laptop her face expressionless, unaffected by the words as she moved towards her shelves and hurriedly pulled down an atlas, before snatching up more pencils. She opened the book swiftly flicking through the pages until she found one that had a diagram of the Earth, blue and green pencils at the ready.

"We won't be alone, Chloe Webber," the Isolus whispered, "We'll have all of them. And then we'll never feel alone, ever again."

"…Since the battle of Torchwood…" the commentator continued, Chloe ignored it as she swiftly prepared to start drawing, feet pounding up the stairs.

 ***O*O*O***

Rose made it to Chloe's door the pickaxe still in hand, Trish behind her, she tried the handle only to find something obstructing it from the other side, "Chloe?" Trish called concerned, her daughter had never barred her out the room before.

"Chloe, it's Rose!" Rose called urgently as she tried the handle again, "Open the door!" she shouted, jamming it with her shoulder.

 ***O*O*O***

Chloe barely spared the door a glance as she ripped her magazine cuttings from where they'd been tacked up on the wall, leaving a large blank space, and started to draw.

 ***O*O*O***

"We found your ship!" Rose called urgently through the door again, "We can send you home!" she tried.

"Chloe?!" Trish cried with rising urgency, terrified for her daughter.

"Open up!" Rose demanded and scowled briefly at the door when no response came from the child… children within, "Right," she huffed turning to Trish as she shifted her grip on the pickaxe, "Stand back."

Trish looked from her to the pickaxe and back again, before stepping back out of the way, hands clasping together anxiously as Rose hefted the axe.

 ***O*O*O***

Chloe stood in front of the wall, the outline of the planet already finished and she swapped pencils, needing coloured ones now.

"I'm coming to hurt you…" the voice of Chloe's dad came from the wardrobe as the pickaxe thudded heavily against the bedroom door. Chloe's shivered but her hand didn't stop moving as she started colouring in the land with the green pencil.

The axe hit against the bedroom door again and the wardrobe doors rattled as Chloe's dad let out a menacing growl.

The pickaxe thudded against the bedroom door again and again the wood splintering under the force, and Chloe's began to draw faster understanding that she needed to hurry if she was going to be able to finish.

"I'm coming to hurt you…" Chloe's dad growled from the wardrobe again, the doors continued to rattle.

Rose swung the pickaxe again, creating a hole big enough for her to fit her arm through, she reached in and shoved the door out of the way, before she opened the door, hurrying inside, with Trish right behind her.

"Chloe!" Rose shouted, but got no reaction other than the little girl's hand moving faster over the wall, colouring in the land still.

"I'm coming to hurt you…" and the wardrobe rattled menacingly.

Rose swallowed as she looked at the incomplete drawing of the planet Earth on the wall, "I've gotta stop her," she started forward, only for the wardrobe to rattle harder and she shrank back unable to help the reaction as fear of what was inside it streaked through her.

"If you stop Chloe Webber, I will let him out," the Isolus threatened and Rose and Trish turned their gaze from the wardrobe back to her, "We will let him out together. I cannot be alone. It's not fair."

"Look," Rose held out the pod to Chloe, to the Isolus, "I've got your pod."

"The pod is dead," the Isolus stated flatly, still drawing, colouring in the Earth with a swiftly moving hand.

"It… it only needs heat," Rose told her.

"It needs more than heat," the Isolus corrected, hand never pausing.

"What, then?" Rose asked with rising desperation, the wardrobe behind them continuing to rattle menacingly.

Kel stepped into the room a disquieted expression on his face, "I'm not being funny or nothing, but that picture just moved," he pointed and the two women glanced at where he was pointing. Kel's eyes widened, "And that one!" he cried, pointing to the one with the drawings of the Doctor, Sophie and the Tardis.

Rose stepped towards it and picked it up with a small frown as she stared at the Olympic torch that was on their now, the Doctor pointing to it with one arm, his other still hold one of Sophie's, whilst Sophie herself gave her a bit of a wave… or was it a 'hurry' gesture.

"She didn't draw that, he did," Rose muttered as she eyed her two friends, "But it needs more than heat, Doctor."

"…Is still on its way," the commentator continued and Rose flicked her gaze helplessly to the telly, "I suppose it's much more than a torch now, it's a beacon. It's a beacon of hope and fortitude and courage. And it's a beacon of love."

Rose's eyes widened with realisation, "Love…" she breathed.

"So, let's have a look from the helicopter," the footage cut to an aerial view, "There we go, the Torch Bearer running…"

"I know how to charge the pod," Rose exclaimed letting the page fall back down to the desk it had been on.

"…Past Dame Kelly Holmes Close," the commentator spoke as Rose dashed from the room, pod clasped firmly in hand.

 ***O*O*O***

Rose raced down to the end of the Dame Kelly Holmes Close, pushing her way through the gathered crowds, all of them wanting to see the Torch Bearer run by.

"Sorry," a policeman waylaid her, "You'll have to watch from here," he told her firmly as the blond looked up at him, lump in her throat… she was so close!

"No," she pleaded, "I've gotta get closer…"

"No way," the policeman cut her off.

"I can stop this from happening!" Rose shouted desperately.

 ***O*O*O***

Chloe shifted her hand over the wall, having completed colouring in Europe and Africa, she started on the Atlantic.

"Chloe…" the menacing voice of her father growled from the depths of the wardrobe.

"Chloe…" Trish murmured beseechingly, glancing nervously at the closed wardrobe doors, the nightmare behind them feeling all so close.

"I'm coming to hurt you…"

Trish whirled on the wardrobe, tears brimming in her eyes, "She's my baby!" she cried, "You're not going to hurt her again!"

"I'm coming…"

 ***O*O*O***

Rose stood on the sidelines with the crowd, feeling helpless as she watched the Torch Bearer come into view down the street. A moment later, as he drew closer, running past, the pod chittered in her hand, chirping quietly at her and she blinked looking down at it, "You felt it, didn't you?" she murmured before she backed out of the crowd.

Rose brought the pod to her lips, her hands cupped around it, "Feel the love," she urged it, before she threw it high into the air and she watched with a growing smile and as it shifted course in mid-air, drawn to the heat of the Torch.

The Torch bearer staggered slightly as the pod flew into the flames burying itself in them, but carried on dismissing it.

"Yes!" Rose cheered as she jumped up and down with joy. She grinned widely, she'd done it!

 ***O*O*O***

The Isolus paused, the drawing of the Earth nearly complete, as it glanced towards the window, eyes wide with shock and the beginnings of joy, "I can go home," it whispered, "Goodbye, Chloe Webber. I love you," it murmured and Chloe's eyes rolled up into her head as the tiny spore that was the Isolus child left her, emerging from her mouth, before it zoomed towards the window, the glass pane shattering as it flew through it.

Chloe blinked confused as she glanced around, "Mum?" she questioned.

"I'm here," Trish called heart in her throat.

"Mummy!" Chloe cried, dropping her pencil as she dashed towards her, Trish opened her arms and clutched her child to her, smiling with joy and relief that her baby girl was back.

 ***O*O*O***

Rose smiled as she watched Jane rush into her mother's arms hugging her tightly, "Oh, Jane!" the woman cried with delight, hugging her child back tightly.

Rose scanned the street, her gaze dancing about the people, her smile fading as worry gnawed at her, "Doctor… Soph…" she muttered not seeing them amongst those that had returned, like she had been expecting, anticipating. She jumped as a hand touched her arm, her eyes widened hopefully as she turned only to deflate as she saw the elderly woman from earlier.

"I don't know who you are, or what you did, but thank you, darling!" the elderly woman kissed Rose's cheek and the blond laughed a bit, "And thank that man and woman for me too," the elderly woman exclaimed absolutely delighted to have her street returned to normal.

Rose bit her lower lip anxiously as the elderly woman walked off, eyes darting about the street again, "Where are they?" she muttered to herself, "They should be here," she sighed as she watched the happy children playing together in the street, "All the drawings have come to life…" she stilled, eyes widening as a horrid realization occurred to her and her gaze snapped to Chloe's bedroom window, "That means…" she spotted a red glow gleaming through the broken window and the faint sound of a man's angry growl, "Oh, no…" Rose dashed towards the house.

 ***O*O*O***

Chloe and Trish were walking down the stairs together, Trish's arm draped affectionally over Chloe's shoulders. The front door that had been left a jar when Rose and Kel a bit later dashed out of it, suddenly slammed shut. Trish frowned, a bit disquieted and tried to open it, but it refused to budge, the two jumped as the other door along the hallway slammed shut too, leaving them trapped.

Rose slammed up against the outside of the front door, drawing their attention, "Trish, get out!" she shouted.

"I can't!" Trish shouted back with alarm, "The door's stuck!"

"Is the Doctor and Soph in there?" Rose shouted through the door, yanking at the handle in an attempt to get the sealed shut door to budge.

"I don't this so!" Trish called back as she glanced about what she could see of her home.

"Mummy…" Chloe whimpered fearfully as dust fell from the floor above them as heavy footsteps trod above them, and the red light from the wardrobe spilled out down the stairs.

"Chloe, I'm coming to hurt you…"

Chloe cringed back into her mother's side, "Please, dad," she pleaded, "No more."

"Chloe…"

"Chloe, listen to me," Rose shouted urgently from behind the front door, speaking fast, "It isn't real like the others. It's just energy left over by the Isolus, but you can get rid of it!"

Trish banged on the door, "Help us!" she shouted.

"Oh, it's cos you're so scared that he's real," Rose cried, feeling rather helpless as she stood on the other side of the door, "But you can be shot of him, Chloe!"

"Mummy!" Chloe cried, casting terrified looks over her shoulder.

"You can do it, Chloe!" Rose tried to encourage.

"I can't!" Chloe shouted back desperately.

A shadow pasted over Chloe's bedroom wall, "Chloe… I'm coming…"

"I can't! I can't!" Chloe cried, trembling, terrified.

"I'm coming…"

"I can't…" Chloe whimpered as she hunched down against the wall, trembling against it, "I can't," she breathed.

"I'm coming…" the shadow appeared on the wall of the landing, looming terrifyingly.

"Mummy…"

"Chloe…" the deep rumbling voice called again.

Trish sank down next to her daughter wrapping her in her arms, holding her trembling form tightly, "I'm with you Chloe. You're not alone. You'll never be alone again," she swore.

"Sing again!" Rose shouted through the door, pounding on it in rising desperation "Chloe, sing!"

Chloe began to mumble the words, voice shaking… heart pounding as she continued to tremble her dad's roars loud in her ears.

"Chloe… Chloe… Chloe… Chloe, I'm coming to hurt you…"

Trish added her voice, still holding her daughter tightly as she stared up the stairs with wide eyes, their voices growing stronger, "Merry, merry king of the bush is he."

"Chloe!" the roar of Chloe's dad started to fade, the red glow diming.

"Laugh, kookaburra, laugh, gay your life must be," they continued to sing, watching as the red glow retreated further along with the menacing shadow, his dull angry roar fading, "Kookaburra sits in the old gum tree," the red glow faded completely and Trish and Chloe laughed with relief, still singing, "Merry, merry king of the bush is he. Laugh, kookaburra, laugh, gay your life must be."

On the other side of the door, Rose let out a relieved sigh and sank down to the ground, leaning heavily against the closed door.

 ***O*O*O***

A bit later as the late afternoon sky darkened as the sun sank lower and lower in the sky, Kel walked up to Rose who was sitting desolately by Webber's front door, "Maybe they've gone somewhere?" he offered.

Rose sighed out a somber breath, heart aching at the idea that her friends could have left her… left her alone. Her phone let out a trill and she blinked, and hurriedly stuffed her hand into her pocket, pulling the device out. A smile starting to curl up her lips as elation filled her as she entered into the text from her 'big sister'.

'Watch the telly!'

Rose blinked at it, a brow arching even as she continued to grin, they were back! She leapt back to her feet and started for the house.

"What? What is it?" Kel asked following the blond as she entered the Webber's house making a bee-line for the living room.

"But hang on," Rose heard as she stepped into the living room, Kel following her in and she waved him silent as he went to speak again, "The Torch Bearer seems to be in a bit of trouble. We did see a flash of light earlier that seemed to strike him. Erm… maybe he's injured. He's definitely in trouble…" the Torch Bearer collapsed to the ground and Rose frowned a bit, just what was she meant to be seeing? "Does this mean that the Olympic dream is dead?"

Rose's eyes widened as the Doctor appeared on the screen, snatching up the dropped Torch and starting to run and then she grinned, "Doctor…" she murmured and shook her head, smiling, rather amused and joyful as she watched him.

"There's a mystery man. He's picked up the flame… we've no idea who he is… erm, he's carrying the flame. Yes! He's carrying the flame and no one wants to stop him," Rose laughed with delight and relief while around her Trish, Chloe and Kel smiled, "It's more than a flame now, Bob. It's more than heat and light. It's hope, and courage, and it's love."

 ***O*O*O***

The Doctor ran up the stairs covered in red carpet the spot light following him. He came to a stop by the Olympic Flame and let out a joyful, exhilarated 'whoop' as he lowered the torch into it, lighting the flame, "Go on," he urged, "Join your brothers and sisters. They'll be waiting," he murmured, watching as the flame rose, running up into the main cauldron, igniting the proper Olympic Flame.

In the crowd that were hollering and whooping, cheering loudly, Sophie smiled as she watched the Isolus pod zoom through the night sky, swiftly rising higher and higher. Her clapping stopped as she instead lifted a hand, waving it in farewell, _'Good luck,'_ she thought after it, _'Don't go getting lost again,'_ she bid as it winked out of sight.

 ***O*O*O***

The Doctor and Sophie strolled down Dame Kelly Holmes Close together, a companionable silence between them.

"Cake?" a familiar voice came from behind them and they spun the Doctor immediately laughing at seeing a fairy cupcake decorated with silver edible ball bearings decorating it.

"Top banana!" he beamed a delighted grin as he accepted it.

"And," Rose turned to Sophie, a travel coffee mug in hand that she'd borrowed from Trish's kitchen with the grateful woman's blessing, "Coffee," she beamed.

"Ooh, been busy," Sophie murmured with delight as she accepted the mug from Rose, wrapping her gloved hands about it gratefully.

"I had some time to kill," Rose shrugged a bit, still beaming happily at the pair of them.

"Mmm," the Doctor hummed as he chewed the bite he'd taken, "I can't stress this enough. Ball bearings you can eat, masterpiece!"

In the next moment Rose had thrown her arms about the two of them in a tight hug, just so relieved that the pair were really alright.

"I thought I'd lost the two of you," she murmured as she slowly pulled back.

"I sent a text," Sophie murmured.

"Ages later!" Rose exclaimed a bit reprovingly as she eyed Sophie, "I had a lot of time to worry, ya know!"

"Nah," the Doctor shook his head, drawing their attention to him, "Not on a night like this. This is a night for lost things being found, come on!" he urged and the three of them started off down the street.

"What now?" Rose asked curiously.

"I wanna go to the games!" the Doctor grinned, "It's what we came for!"

Sophie nodded, the soft chiming of her bells sounding loud on the quiet street, "It'd be a shame if we missed it."

"Go on, give us a clue," Rose urged smiling brightly as she linked arms with Sophie, "Which events do we do well in?"

"Well," the Doctor began his voice muffled as his mouth was full of cake and Sophie cringed a bit, shooting him a bit of a look that he ignored as he continued, "I will tell you this," he swallowed his mouthful, "Papua New Guinea surprises everyone in the shot put."

Sophie blinked at him, "Seriously?" the Doctor shot her a smile, but otherwise said nothing as he took another bite of his cake.

"…Really?" Rose pressed as they both eyed him, "You're joking, aren't you?" he smiled a bit remaining silent, amusement in his eyes. Sophie and Rose exchanged a glance, "Doctor, are you serious or are you joking?"

The Doctor swallowed his mouthful, "Wait and see," he told them and delighted in the twin pouts he got in response.

Their gazes rose to the sky as the fireworks started, blooming in bright colours overhead and they smiled, "You know what?" Rose questioned rhetorically, "They keep trying to split us up, but they never ever will."

"Never," Sophie agreed.

"Never say never ever," the Doctor warned and Sophie glanced over at him, her expression falling, disquieted, by the serious look on his face.

"Nah," Rose shook her head, dismissing it, "We'll always be ok, you, Soph, and me," Rose grinned again nudging Sophie a bit, before she focused her gaze back on the Doctor, "Don't you reckon, Doctor?"

The Doctor stared off into the distance, his brow furrowed slightly, "There's something in the air," he murmured and Sophie felt a chill, reminded of the creeping sensation she'd been getting when she was alone, "Something coming."

Rose's face fell, confidence faltering as she looked from the Doctor's serious face to Sophie's disquieted one, "What?"

The three of them looked up again as another round of fireworks exploded, lighting up the night sky brilliantly.

"A storm's approaching," the Doctor murmured, eyes still on the sky and Rose couldn't help but shiver as she glanced over at him and Sophie again, her expression nervous.

' _A storm, huh?_ ' Sophie thought disquietedly as she frowned contemplatively, her gaze still affixed to the sky, staring at the fireworks.

' _You've been feeling it?'_ she heard the Doctor's voice project to her and she sighed out a low breath at having accidentally projected her thoughts again as she glanced at him, but his eyes were still on the sky.

' _I've been feeling… something,'_ she hedged a bit as she returned her gaze to the fireworks, _'Didn't have a word for it until just now.'_

' _But no visions?'_ The Doctor checked.

' _None.'_

He hummed lowly, his gaze turning contemplative as he mulled over that, his brow furrowing again slightly. She really was an enigma…


	15. Chapter 14 Army of Ghosts

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** Thank you to everyone who followed/favourited and reviewed last chapter, I appreciate it! Also thank you to **Saberbladeprime** for helping me out again. I hope everyone had a wonderful Easter!

 **CHAPTER 14**

 **Army of Ghosts**

" _Planet Earth. This is where I was born. And this is where I died," Rose thought as she sat in a car, staring solemnly out of the window at the passing scenery, "For the first nineteen years of my life nothing happened. Nothing at all. Not ever. And then I met a man called the Doctor and got to know Sophie Connolly, a woman I'd hardly known, who I'd barely paid attention too before, a woman who swiftly became my best friend, my 'big sister'," she smiled slightly, fondly as she thought of that moment by the elevator in Henriks, her and Sophie stepping into it together. The moment their lives changed forever…_

 _Rose rested her head against the glass window pane, "He took us away together, the man who could change his face. Took us away from our home in his magical machine. He showed us the whole of time and space. I thought it would never end, that the three of us would be together forever…"_

 ***O*O*O***

Rose stood in the console room of the Tardis, watching for a moment as Sophie started for the stairs, before glancing over at the Doctor who was over by the console his own gaze affixed to the retreating petite brunette's form as she disappeared into the corridor beyond.

She eyed him a moment longer, the sound of Sophie's steps fading as she moved further and further away. The Doctor's gaze going to the console, "You really should tell her, you know," she murmured gently, but insistently, still far from giving up on getting through to the Time Lord, and the Doctor tensed, but didn't look at her, "I know you've got… _reasons_ ," she stressed with a frown as the Time Lord fiddled with a couple of knobs, "But… how'd you feel if something happened to her and she never knew…"

"Rose…" he finally spoke cutting her off, a strained edge to his voice, still not looking at her, a tick going in his jaw.

Rose sighed resignedly, "I know, I know!" she huffed cutting him off this time, "It's none of my business," she grumped her arms folded over her chest as she eyed him, taking in what she could see of his pained expression, before she sighed again as she turned and started out of the console room herself.

Leaving the Doctor to let out a shaky breath, his eyes conflicted, undecided, pained, his mind filled with Rose's words, making his hearts ache as he fiddled with another knob on the console and then he stepped back, his steps heavy, before he slumped down into the pilot's chair with a heavy sigh. His heavy gaze far away and expression pensive…

 ***O*O*O***

" _I thought I'd have all the time in the universe to convince the stubborn Time Lord to confess to her. My brilliant, but clueless 'big sister', who'd never thought that someone would fall in love with her, believed it so much that the possibility that he did never occurred to her, let alone the idea that she loved him…" she brushed some hair back out of her face behind her ear, "I didn't understand that then, but I do now," she sighed despondently, "I'd so wanted to finally see the pair of them together and happy, sickeningly so. And now..."_

 _She bit her lower lip as she got out of the car, "I really thought that I'd have forever with them…" she walked along the desolate beach they'd arrived at, her arms folded over her chest as she stared at the lapping waves, her eyes pricking hotly, before tears began to well, "That's what I thought, what I wanted. But then came the army of ghosts. Then came Torchwood and the War," Rose came to a stop, the cool sea breeze blowing her hair, tears wetting her cheeks even as the wind worked to dry them, "This is the story of how I died."_

 ***O*O*O***

Sophie stood facing the Doctor in the console room, her head in his hands, his fingers splayed over her temples, her eyes closed, scrunched, in concentration as she focused, mentally feeling along the shields protecting her mind, the Doctor's consciousness brushing, mingling gently with hers as he waited patiently as she prodded searching along her shields, "Um…" she muttered aloud as she prodded another section, before moving on, only to pause and back peddle, prodding at the spot again, "There!" she exclaimed, her eyes snapping open, "That bit's a bit weak."

The Doctor blinked open his eyes and grinned brightly, "Yep," he agreed and Sophie grinned back, rather thrilled that she managed to spot the difference… even if it had taken her awhile to find anything amiss, "Hold on a tick," he murmured, eyes closing again. Sophie's following suit as she concentrated on what he was doing, as he built the weakened section back up, "Any others?" he queried.

"Um…" Sophie murmured as she went back to prodding about, still feeling like she was fumbling about a bit, but she was determined to learn to spot when they were weakening or damaged, even if she never could fix them for herself.

Rose paused at the top of the stairs, heavy rucksack in hand, smiling fondly at the pair, that were standing so close that the Doctor's slightly bowed head was almost touching Sophie's, "How's the lesson going?" she asked as she started down the stairs.

"I feel like I'm fumbling about," Sophie muttered as she scrunched her brow in concentration, prodding along the shields.

"You're doing well," the Doctor rebutted, "It takes time to learn, you'll be able to do it at a glance with a bit of practice."

Rose dumped her rucksack down by a 'y' beam close to the Tardis doors, before she leaned against it, watching the pair as Sophie chewed on her lower lip, a look of intense concentration on her face.

"I can't feel anything else," Sophie admitted after another moment of silence passed, "So, I'm gonna go with their good. Are they good?" she asked opening her eyes to look up at the Time Lord again.

He beamed another grin at her proudly, "Yep!" he stated cheerfully, "Brilliant!" he exclaimed and Sophie beamed back as he lowered his hands, consciousness slowly retreating gently from hers, before he was bounding away with an exhilarated energy, practically dancing around the console as he twisted knobs, pulled levers and pressed buttons.

Rose came up beside Sophie, linking their arms as she grinned at her 'big sister' who turned her head to look at her wide beaming grin still lighting up her face, "Go you!" she cheered brightly, nudging her.

"Thanks," Sophie murmured as she nudged back, the two turning to look at the Doctor as he pressed another button and did a spin.

"Ha!" he exclaimed throwing his arms wide as he turned to face them with an exuberant grin, "And here we go!" he cheered as they grinned in return shifting closer to the console in preparation as he reached for a lever, "London!" he exclaimed brightly as he yanked down the lever and the familiar shaking of the Tardis flying through the vortex began.

 ***O*O*O***

The Tardis wheezed as it materialised in a children's playground in London, a short distance from the Powell Estate. The doors opened and Rose stepped out into the bright sunny day, her large heavy rucksack in her hands. She swung it up slinging it over and onto her back, arms sliding in through the straps as Sophie stepped out after her, followed closely by the Doctor who shut the doors behind him. The three smiling as they walked through the playground and across the road and onto the lawn towards the Powell Estate.

Sophie grinned as Rose bounded a bit ahead of them as they approached the gates of the Estate and the Doctor glanced from Rose to the brunette walking beside him, his gaze fond as it was contemplative as he regarded her, mind churning with indecision again. A leaf blew into her hair and he reached up and plucked it out, drawing her gaze to him, blue eyes curious. He held up the leaf that was still green in answer to the silent question and she gave a bit of a nod, bells chiming softly over the gentle breeze.

The Doctor twirled the stem between his fingers, his gaze lingering on her a moment longer as she looked away, before looking away himself, a low sigh escaping him that had Sophie glancing at him again briefly.

Rose swung open the gate and slipped inside and headed for the stairs, starting up them. The Doctor dropped the leaf and it glided gently to the ground as he followed Sophie through the gate and up the stairs the both of them following after the swiftly moving Rose.

Rose grinned as the door to the Tyler flat, her home away from the Tardis, came into view and she bounded towards it, "Mum, it's us!" she called, her hand reaching for the handle of the door, "We're back!" she opened the door and stepped in Sophie and the Doctor behind her, her grin widening joyfully at seeing her mum hurrying towards her, the older woman having made an excited dash from the kitchen.

"Oh, I don't know why you bother with that phone!" Jackie exclaimed, both pleased and exasperated as she grinned at the three in her front entryway, "You never use it!"

"Shut up, come here!" Rose grinned and threw her arms around her mum, the two hugging each other tightly.

"Oh, I love you!" Jackie beamed, squeezing her daughter, so happy to have her home again.

"I love you!" Rose exclaimed just as sincerely, just as glad to see her mum again as she squeezed back.

"I love you so much!" Jackie said again, before releasing her daughter as she caught movement out of the corner of her eye, "And you!" she exclaimed catching Sophie in a hug that she gladly returned after the briefest movements of surprise, "Come here, love!"

"Hello, Jackie!" Sophie replied with a grin as the Doctor tried to squeeze past them in an attempt to sidle off into the living room in an attempt to avoid…

"Oh no, you don't," Jackie grabbed him by the lapels of his coat, "Come here!" she pulled him towards her giving him a kiss right on the lips despite his protests, "Oh, you, lovely big fella!" Jackie cooed hugging him as he wiggled, trying to pull away, but Jackie had a good grip on him and Rose sniggered at his misfortune as she sidled off into the living room, "Oh, you're all mine!"

"Just… just… just put me down!" the Doctor exclaimed, still squirming in an attempt to get out of her vice-like grip and behind them slightly off to the side, Sophie sniggered softly into her hand, not having had the room to move past them having been trapped behind the pair.

"Yes, you are!" Jackie cooed again ignoring his protests as she planted another kiss on him before releasing him as she walked off.

Sophie sniggered again as the Doctor wiped at his lips, a rather disgruntled look on his face as he eyed Jackie Tyler as she sauntered off into the living room, "Mothers!" he muttered, wiping at his lips again with a grimace.

Sophie couldn't help it as she sniggered again, and the Doctor shot her an unhappy look, "Well," she murmured lips still twitching helplessly in amusement, "At least she didn't slap you."

The Doctor grimaced wiping at his lips again, "I'd have preferred the slap," he grumped and Sophie patted his arm fighting down another snigger at the look on his face as she moved to follow Jackie into the living room, the Doctor wiped at his lips once more as he stepped after her.

They joined Rose and Jackie in the living room as the blond was slinging her rucksack from her back and all but dumped it into her mother's arms, "I've got loads of washing for you," Rose told her mum.

Jackie sighed a little, but nodded, having expected as much really, she glanced to Sophie, eyeing the shorter curly haired brunette, who'd become something like a second daughter, "I s'pose you've got a pile of washing waiting for me to, love?"

Sophie blinked at that, surprised by the question, "Um, no. I've done all mine," she replied and Jackie blinked back at her.

The older blond turned back to her daughter that was digging about in the heavy rucksack that was in her arms, "You could learn a thing or two from her, Rose, you really could," she stated.

Rose rolled her eyes, "You'd be lost if I didn't bring home the washing for you to do," she replied as she continued to dig, "Admit it?"

"Well, I might fall over dead from the shock," Jackie said dryly in response.

"Oh, we wouldn't want that…" the Doctor muttered with sarcasm, trailing as an exaggerated 'oof' of air escaped him as Sophie nudged him in the side with her elbow and he shot her a mock wounded look as he rubbed the spot, she met his gaze levelly and he shot her a bit of a cheeky grin and Sophie sighed, rolling her eyes, lips quirking as she shook her head.

"Exactly!" Rose exclaimed with a cheeky tongue between her teeth grin. Her hand closed around the object she was looking for, "And," she drew it out, "I got you this!" she stated as she showed her mum the tiny ornate bottle, "It's from the market on this asteroid bazaar. It's made of um…" she turned to the Doctor who'd started flicking through magazines that had been left out on the table, "What's it called?"

"Bezoolium," the Doctor replied still flicking through the pages.

"Bezoolium," Rose repeated grinning still as she turned back to her mum, "When it gets cold, yeah, it means it's gonna rain, when it's hot, it's gonna be sunny. You can use it to tell the weather!" she exclaimed before carrying on all enthusiastic excitement, "And Soph and I, we got these," she raised her right arm, showing off a blue bracelet that was made up of small ornate beads, silver swirls that shifted about the surface of them. Sophie held up her own arm showing off the matching bracelet also on her right wrist, "They mean um…"

"Long lived, prosperous friendship," Sophie recalled.

"Yeah, that's the one," Rose nodded.

"No, no," the Doctor called over, glancing over at them briefly, "It's prosperous enduring everlasting friendship, and when worn on the left wrist, it signifies marriage instead of friendship."

Rose and Sophie glanced over at him, immediately checking their wrists just to be sure that they had them on the right and not the left, "He never tells us this stuff beforehand," the brunette muttered shooting him a look that he ignored as he flipped another page.

"Nope," Rose muttered, eyeing him with a bit of a frown, "And I swear he said Long lived, prosperous friendship when we we're talking about buying 'em."

"No, I didn't," he denied still not looking up and Rose rolled her eyes as Sophie shook her head as they shared a mildly exasperated look.

"I've got a surprise for you and all," Jackie cut in, barely sparing the bottle of Bezoolium or the bracelets a look.

Rose blinked, brow arching at her, "Oh, I get her Bezoolium, she doesn't even say 'thanks'," she griped a touch huffily.

"Guess who's coming to visit?" Jackie continued ignoring her, "You're just in time. He'll be here at ten past!" she grinned, "Who do you think it is?"

"I don't know," Rose shrugged.

"Oh, go on, guess!" Jackie urged insistently.

"No, I hate guessing," Rose replied, eyeing her mum's thrilled expression, "Just tell me," she requested.

"It's your granddad," Jackie replied, so pleased as she beamed another grin, "Granddad Prentice," she clarified at the look Rose gave her, "He's on his way. Any minute!" she continued still beaming as Rose gaped at her, flummoxed and concerned, "Right, cup of tea!" she exclaimed as she turned and headed for the kitchen.

The Doctor dropped the magazine and stepped towards Rose as Sophie eyed the blonde's expression, "You don't seem pleased…" Sophie murmured.

Rose shook her head a bit, staring in the direction of the kitchen, hearing her mum moving around, "She's gone mad," she muttered stunned.

"Tell us something new," the Doctor replied as he came to stand beside them.

Sophie rolled her eyes, "Leave Jackie alone," she muttered, sending a smack his way and the Doctor let out another mock 'oof' as it connected lightly with his chest, rubbing the spot teasingly.

"Grandad Prentice, that's her dad," Rose murmured, still staring at the entryway to the kitchens, "But he died, like ten years ago," she explained glancing at them briefly, "Oh my God," she breathed as she looked towards the kitchen again, "She's lost it," she muttered with concern, "Mum?" she called as she started for the kitchen, Sophie and the Doctor following her, the three of them hovering in the entryway, "What you just said about grandad…"

Jackie nodded happily turning to face her, "Any second now."

"But…" Rose eyed her, speaking carefully, gently, "He passed away. His heart gave out. Do you remember that?"

"Course I do," Jackie replied lightly and Sophie blinked in surprise whilst the Doctor leaned against the doorframe, a brow arching.

Rose gave her a quizzical look, still carefully smiling, even as her brow started to furrow, "…Then how can he come back?"

"Why don't you ask him yourself?" Jackie replied and checked her wristwatch, "Ten past. Here he comes," she beamed and turned to the wall expectantly.

The three glanced at the wall and their eyes widened as a shadowy ethereal featureless, but definitely humanoid shape stepped out of it, moving slowly past the three in the doorway as it strode towards Jackie, coming to a stop beside her, "Here we are, then!" Jackie beamed at the ghostly figure as the Doctor, Rose and Sophie stared completely dumbstruck at the sight, "Dad… say hello to Rose. Ain't she grown?"

 ***O*O*O***

The Doctor, Sophie and Rose burst out of the side-door to the block of flats that made up the Powell Estate, stopping short at the sight of the ghostly humanoid figures that were wandering about the street.

"What the…" Sophie muttered as she slowly spun, her eyes wide as she glanced around the street, taking in the sheer number of ghostly figures.

"They're everywhere!" the Doctor exclaimed with confusion, his brow furrowed as he tried to make sense of what he was seeing and what he wasn't seeing, what one would expect to see when ghosts started walking among the living.

Rose turned and her confused eyes widened, "Doctor, look out!" she cried in warning and Sophie spun towards him in time to see one of the ghostly figures walk through the Doctor. He shuddered and gasped, squirming uncomfortably at the sensation.

"They haven't got long," Jackie told them as she walked up behind them, "Midday shift only lasts a couple of minutes," she explained as she walked past the Doctor and came to a stop between Rose and Sophie, "They're about to fade."

The Doctor frowned, "What do you mean, shift?" he asked, "Since when did ghosts have shifts? Since when did shifts have ghosts? What's going on?" he demanded.

"Oh," Jackie muttered glancing back over her shoulder at him, "He's not happy when I know more than him, is he?"

Sophie glanced about again, catching sight of the group of boys that were carrying on playing ball, not paying any mind to the ghosts walking about, "Everyone's so calm…" she muttered confused and surprised by it, brow scrunching again as she glanced away from the boys with the ball to the few others that were wandering the street nearby, all of them seeming completely at ease with the ghostly phenomenon.

The Doctor nodded, glancing about the street again, brow still furrowed in confusion, "No one's running or screaming or freaking out…"

"Why should we?" Jackie shot back as she checked her watch again, "Here we go. Twelve minutes past," she bit her lower lip smiling at Rose in anticipation of what was to come.

A brief moment later the ghosts disappeared, leaving the Doctor more confused than before as he glanced about the street again now devoid of any signs of ghosts. On either side of Jackie, Sophie and Rose exchanged disquieted looks, before they turned and followed the Doctor and Jackie back towards the flat, the two of them shooting a last look at the street, before they stepped back through the side-door they'd burst out of earlier.

 ***O*O*O***

The man in a white lab coat pulled the lever back fully, the engines quieting as they stopped. In her glass fronted office with the words 'Torchwood Institute' emblazoned on it, Yvonne stood smoothing down her snappy business suit, before she walked around her desk, striding for the door to her office with purpose.

She pushed open the glass door, and stepped out of it, "Ladies and gentlemen…" she addressed those working in the rift chamber, all of them immediately pausing in what they were doing to turn to her, "I'd like to announce we've just measured the ghost energy at five thousand gigawatts. Give yourselves a round of applause," and put her hands together, those she was addressing swiftly following suit all of them wearing grins.

 ***O*O*O***

Sophie sat on a sofa in the Tyler living room, the Doctor's coat splayed over her lap, the Time Lord having thrown it there before hunkering down on the floor as he slipped on his spectacles. Rose was perched on the arm of the sofa, Jackie sitting on another sofa on the other side of her daughter, all of their gazes affixed to the telly as they watched a programme called 'Ghostwatch'.

"On today's Ghostwatch, claims that some of the ghosts are starting to talk, and there seems to be a regular formation gathering around Westminster Bridge…" and Sophie's brow scrunched with confusion as the footage cut away to the Westminster Bridge where lots of ghostly figures were milling about, "It's almost like a military display…"

"What the hell's going on?" the Doctor frowned and pressed a button on the remote control, changing the channel.

"And tonight," a weatherman continued his report and Sophie blinked at the map of the UK behind him, a map that had little pictures of ghosts on it instead of weather symbols, "We're expecting very strong ghosts from London, through the North and up into Scotland…" the Doctor jabbed the button again and the channel changed.

"So basically, Eileen," Trisha was saying as a caption at the bottom of the screen read 'I married a dead man!', "What you're telling me is, that you are in love with a ghost."

"He's my ghost," the woman, Eileen cried, tears in her eyes, a ghostly figure hovered about another chair, "And I love him, 24/7!" she exclaimed to a round of applause from the audience she was seated in front of. Sophie and Rose exchanged a rather dumbfounded look as the channel changed again.

"Well, no one needs me anymore!" Derek Acorah, ghost hunter, exclaimed.

The Doctor jabbed at the button again, brow still furrowed as this time they got a cheesy advert with a housewife stood in her kitchen with a sad animated ghost hovering over the bench.

"My ghost was pale and grey until I discovered… Ectoshine!" the housewife beamed and the animated ghost made an 'o' face.

Bewildered, the Doctor changed the channel again, this time getting a broadcast of the French news, "Et le President d'augourd'hui, quell est…" the footage cut to ghosts wandering around the Eiffel Tower in Paris.

The Doctor jabbed the button again, the channel changing to an Indian news broadcast, that cut to an image of the Taj Mahal, ghosts milling about the majestic building.

Another jab, and the channel changed to an enthusiastic Japanese news reporter and the Doctor put his head in his hands as the footage cut to a group of excited Japanese girls, screeching wildly as they showed off their newly purchased ghost t-shirts.

"Oh, yes!" Jackie exclaimed with interest as she eyed the t-shirts, Rose nibbled at her thumb, whilst Sophie sighed softly, staring at the telly with a mixture of confusion and incredulity, her fingers twisting a lock of hair about them as she nibbled at her lower lip.

"It's all over the world," the Doctor muttered as he jabbed the button again, this time getting an episode of the Eastenders.

"Listen to me, Denn Watts," Peggy stated with attitude from behind the bar of the Vic, "I don't care if you have come back from the grave. Get out of my pub! The only spirits I'm serving in this place are gin, whisky and vodka. So, you heard me, get out!"

"It's become a craze," Sophie muttered as she eyed the telly, Peggy still glaring at the ghostly figure on the other side of the bar.

The Doctor jabbed another button on the remote with a bit of a grimace, switching off the telly as he turned to Jackie, "When did it start?"

"Well first of all," Jackie began with enthusiasm, "Peggy heard this noise in the cellar, so she goes down…"

"No," the Doctor cut in with exasperation and Rose smirked, "I mean worldwide," he clarified, not at all interested in hearing about the episode of Eastenders.

"Oh!" Jackie hummed, sitting back a bit with a smile, "That was about two months ago. Just happened," she shrugged, "Woke up one morning, and there they all were, ghosts everywhere. We all ran round screaming and all that, whole planet panicking…" she pinned the Time Lord with a look, "No sign of you, thank you very much…" her expression softened as she smiled a bit wistfully, "Then it sort of sank in. Took us time to realise that… we're lucky."

"What makes you think it's granddad?" Rose asked.

"Just feels like him," Jackie replied as she turned her gaze to her daughter, "There's that smell, those old cigarettes. Can't you smell it?"

Sophie shook her head, "Sorry," she murmured softly.

"I wish I could, mum," Rose murmured gently, "But I can't."

"You've got to make an effort," Jackie told her and the Doctor began to frown again, "You've got to want it, sweetheart."

"The more you want it, the stronger it gets?" he asked.

"Sort of, yeah," Jackie nodded.

"Like a psychic link," the Doctor murmured with realization scratching at the back of his head, "Course you want your old dad to be alive, but your wishing him into existence," he explained as Jackie's smile fell away and she frowned instead, "The ghosts are using that to pull themselves in."

"You're spoiling it," Jackie grumbled, giving him a look that was full of annoyance.

The Doctor shook his head and let out a low sigh, "I'm sorry, Jackie," he murmured with sympathy as the woman continued to eye him, upset, "But there's no smell, there's no cigarettes. Just a memory."

"But," Rose frowned, "If they're not ghosts, what are they then?"

"Yeah, but they're human!" Jackie exclaimed insistently, "You can see them, they look human!"

"She's got a point," Rose agreed glancing from her mum to the Doctor, "I mean, they're all sort of blurred, but they're definitely people."

Sophie shot her a look, "Humanoid, doesn't always mean human," she murmured and Rose glanced at the Time Lord that was sitting on the floor and nodded.

"Maybe, maybe not," the Doctor murmured thoughtfully, "They're pressing themselves into the surface of the world. But a footprint doesn't look like a boot," he got to his feet and turned, Sophie standing as he reached for his coat, holding it out to him and following curiously as he walked towards the door, shrugging his coat on as he went.

Rose however, lingered with her mum, giving her a hug, that Jackie returned with a sigh, as happy as she was that her daughter had come home for a visit, she almost… _almost_ wished that she hadn't. She honestly didn't want the ghosts to be anything other than ghosts… that the figure that visited her on a regular basis, truly was her old dad.

 ***O*O*O***

"So, what've we got?" Yvonne asked as she approached the terminal Adeola was sitting at, "Any sign of that power loss?"

Adeola smiled, "There's no problems," she replied with a shake of her head, glancing at Yvonne, "Must've been a glitch."

Yvonne pressed a hand to the device in her ear, "Rajesh?" she called.

 ***O*O*O***

Rajesh looked up from the book, he was focused on as Yvonne's voice came through his comm, "You got anything?"

"It's so busy down here, I'm on Sudoku book 509," he responded glumly, looking back down at his book again.

"Well," Yvonne continued and he could hear the smile in her voice, "We just had a great ghost shift."

"I know," Rajesh replied, "We had nothing," he sighed as he took his feet off his desk, put down his book and took off his reading glasses, "Did they tell you?" he asked as he stood and adjusted some controls on a panel, "RND came up with a new spectrometer yesterday. Barged in here all full of themselves…" he walked across the large chamber, checking various instruments as he went, "Said they could detect the heat off a single protozoa through half a mile of steel."

"And what did they find?" Yvonne asked.

"Nothing," Rajesh sighed, his tone laced with mocking, "It gave them nothing. Same as ever. The machines keep saying the sphere can't exist. But there it is," he murmured as he gazed up at the large bronze sphere that was hanging, suspended in mid-air at the end of the Laboratory, a step ladder below it.

"Anything we can do?" Yvonne offered.

"No," Rajesh sighed as he stepped a bit closer to the large sphere, still gazing up at it, "I'm alright," he assured, "It's just… gets into your head, this thing. Like it's… staring at you."

"Alright, we'll catch up later, "Yvonne told him, "Thanks, Raj."

"Yeah," he muttered and end the call as he started up the ladder. He reached out a hand to touch the bottom of the sphere, only for his hand to meet an invisible force, preventing him from doing so, just like always. He strained to break through it, only for the invisible barrier-like force to throw his hand aside. He stared up at it a moment longer, before sighing and retreating back down the ladder.

 ***O*O*O***

"Matt?" Yvonne called as she approached Matt's terminal, "Send Rajesh something, would you? He's going mad down there. Not alcohol," she turned as Matt nodded, walking back to her office.

Still at her terminal, Adeola sighed lowly as she continued to work, before looking up as another member of staff approached and handed a print to her. She smiled her thanks and the staff member moved off, she glanced at it briefly, before filing it away. She glanced up again and looked over at Gareth who was sat at his own terminal across the room from her. Her fingers moved over the keys typing into an instant messenger program.

'God I'm bored.' She hit the enter key and across the room Gareth's computer bleeped as the message popped up on his screen.

Gareth scanned his eyes over it, before glancing up and over to her, their shared a cheeky smile, before he started typing, 'Me too yawn.'

'Fancy a coffee?' Adeola sent back.

'Thought you'd never ask :)' Gareth sent back and Adeola grinned with delight as Gareth got up and started towards Yvonne who was in deep conversation with two other members of staff.

"Kept it stable at fifty-six point one," one of them was saying.

"So, if you just check the statistics..." Yvonne started to reply.

"Yvonne?" Gareth called as he approached, and she turned her head to look at him, "I'm gonna double check the stats… just in case."

Yvonne nodded, "Sure," and watched for a moment as Gareth walked off, before turning as another voice called her name.

"Yvonne," Adeola called as she approached, "I'm gonna go and cross reference the levels with the sphere."

"Ok, fine," Yvonne agreed and watched as Adeola walked away, before she turned back to the others with an amused smile, "And they think we haven't noticed," and they laughed, before going on their way.

 ***O*O*O***

"Come on…" Gareth urged as he pulled Adeola down a deserted corridor, that was in the processes of being revamped, thick plastic curtains hanging, sectioning a part of it off, "It'll be alright down here. Just two minutes."

Adeola glanced around uneasily, "This is out of bounds."

"Yeah… and that's the point! It's completely safe," he assured, "It's just new offices."

"What about the workmen?" she questioned.

"They must be allocated somewhere else," Gareth shrugged not really concerned.

Adeola shook her head, "It's not worth it for a snog."

"It is," Gareth laughed and tried to pull her through the plastic curtains, "Come on…!" he urged as she resisted, reluctant to pass through it even as she smiled at him. Gareth let go of her hand with a 'tssk' and ducked through the curtains himself, hoping that it would entice her to follow.

Adeola stared at the curtains for a moment, before she turned as she heard a sound, and waved casually at the two workmen that had returned for their ladder, trying to seem like she belonged there. She turned back to the curtains as they left without a word to her after another couple of moments of silence Adeola whispered, "Gareth?" she shifted forward a bit more, pressing up against the curtain, "Now, don't be daft," she laughed, "Where've you gone?" she got no answer and she frowned slightly, "Gareth?" she glanced around, another short moment of silence passing and she turned her gaze back to the plastic curtains, "Look, I'm gonna head back," she called, "I'm seeing you tonight anyway…" she trailed briefly, still getting silence, not even a rustle, "Gareth?" she called again.

A brief silence later, she tentatively walked through the curtains, glancing about nervously, "I'm gonna go back to work," she called again, and once more got no reply. She walked a bit further in pushing plastic curtains aside, "That's it…" she called nervously as she glanced about, skin prickling with rising fear, "I'm going… see ya…" she got more silence in response and her heart leapt fearfully in her chest, "Now stop it, Gareth!" she called her voice rising with her fear, "I'm not kidding, just stop it!" she spotted a shadow, roughly shaped with a person behind another curtain and she walked towards it, "Sorry, I'm just looking for my friend…" she called to it as she approached, "Did anyone come down here?" she asked, stopping in front of the curtain, when the figure behind it gave no reply she pushed the thick plastic curtain aside, revealing an imposing metal figure, bars protruding from the sides of its head. It reached out a hand towards her and Adeola couldn't help but scream with terror.

 ***O*O*O***

Sophie sat by the grilling, idly playing with the sonic slinky as she peered curiously down at the Doctor as he rummaged around beneath the console. She glanced towards the Tardis doors as they opened and Rose slipped inside, a newspaper in her hands, "According to the paper," Rose began as she strode over to Sophie, "They've elected a ghost MP for Leeds," she informed them as she handed the newspaper to Sophie, the brunette setting down the slinky, it slunk about around her, before slinking back up onto its self-appointed spot on the shelf as she accepted the paper glancing over the article as Rose peered down at the Doctor, "Now, don't tell us, you're gonna sit back and do nothing."

Sophie blinked, looking up from the article she'd just finished looking over as the tune to 'Ghostbusters' suddenly started playing. The Doctor popped out from under the console, a rucksack on his back a strange device in his hand, his head bopping to the tune, "Who you gonna call?"

"Ghostbusters!" Rose and Sophie exclaimed in sync.

"I ain't afraid of no ghosts," the Doctor grinned as he bounded towards the doors of the Tardis, Rose helping Sophie to her feet, the two giggling as they swiftly followed him, stepping back out into the playground where Jackie was waiting her arms crossed over her chest.

The Doctor swiftly pocketed the device he was holding as he got to work arranging three cones that were connected by wires into a triangle, "When's the next shift?" the Doctor asked Jackie as he worked.

Jackie checked her watch, "Quarter to," she answered, "But don't go causing trouble," she warned, before she sighed, "What's that lot do?" she asked, eyeing off the cones.

"Triangulates their point of origin," the Doctor replied.

"I don't suppose it's the Gelth?" Rose asked thoughtfully and Sophie's grimaced slightly at the memory of the ghostly beings that had killed Gwyneth.

"Hope not," the curly haired brunette murmured, tucking some of her hair back behind her ear as a gust of wind blew it across her face.

"Nah," the Doctor replied and Rose shook her head having half expected that answer and Sophie gave a small nod, bells chiming, "They were just coming through one little rift. This lot are transposing themselves over the whole planet," he explained glancing over at them briefly, "Like tracing paper."

"You're always doing this. Reducing it to science," Jackie complained crossly, "Why can't it be real?" she questioned only for the Time Lord to ignore her, "Just think of it, though… all the people we've lost, our families coming back home. Don't you think it's beautiful?"

The Doctor paused and looked up, meeting her eyes for the first time since he'd come back out into the playground, "I think it's horrific," he stated and Jackie stared back in shock. He turned back to what he was doing, "Sparks, Rose, give us a hand," he called as he started unwinding a cable and started back for the Tardis, leading it through the ship. Sophie and Rose following, leaving Jackie to stare after them, still rather shocked.

The Doctor had only just plugged the cord into the console, when Jackie stepped in through the doors, closing them quietly behind her, hovering by it, watching the three of them, her hands on her hips.

The Doctor turned to Sophie and Rose, "Which one of you wants to do this bit?" he asked swiftly, waving the sonic screwdriver at them and the two blinked at each other, before they raised their arms, playing a quick game of 'rock, paper, scissors' to decide.

"Yes!" Rose exclaimed as she won the round with 'rock', Sophie having played 'scissors', "That'd be me," she turned to the Doctor, who nodded, his lips quirked up in fond amusement at the pair of them.

"Right then, as soon as the cones activate," he began to explain, talking fast, "If that line goes into the red press that button there. If it doesn't stop…" he brandished the sonic screwdriver under Rose's nose, and she went cross-eyed trying to focus on it, "Setting 15B, hold it against the port, eight seconds and stop."

"15B, eight seconds," Rose recited as she accepted the sonic from him.

The Doctor nodded and hurried on, "If it goes into the blue, activate the deep scan on the left," he made to point it out, only to pause as Rose waylaid him.

"Hang on a minute, I know…" the blond leaned over the console and pointed to a button, "Push that one."

"Mm, close," the Doctor replied.

"That one?" Rose tried again, this time randomly.

"Nnnow you've just killed us," the Doctor sighed, only half-jokingly.

"Best avoid that button," Sophie murmured and Rose nodded even as she giggled with amusement, wide grin curving her lips, none of them really noticing the way Jackie was staring at them from where she was still hovering in front of the door.

"Eh… that one," Rose tried again.

"Yeah!" the Doctor beamed, "Now, what've we got," he turned to Jackie, "Two minutes to go?" he questioned and Jackie checked her watch and gave a nod, "Brilliant!" he clapped his hands together, "Come on, Sparks!" he called as he hurried for the door.

"Don't kills us all," Sophie called teasingly to Rose as she started after the Doctor, and got a mock salute from the blond.

"Try my best not too," Rose called after her, with a beaming grin, watching her 'big sister' disappear out of the door after the Doctor. She loved this, being with the Doctor and Sophie, travelling with them, doing this… her fingers shifted around the sonic screwdriver as she turned back to the console, still not noticing the look Jackie was giving her, too caught up in the exhilaration of the moment.

 ***O*O*O***

In the playground, Sophie crouched down beside the Doctor in front of a box, he pulled an odd-looking gadget from his pocket and handed it to her. Sophie blinked down at it, looking it over curiously, "What is it?"

"A Do-Hickey," the Doctor replied and grinned as Sophie rolled her eyes, an amused laugh escaping her.

"Alright," she glanced back at him, their eyes meeting, "So, what am I doing with the 'Do-Hickey'?" she questioned.

"You aim it at this," he patted the box, before gesturing at the small screen on the top of it, "You're gonna wanna keep an eye on this," he spoke faster now, time ticking away on them, "If the squiggly lines start to squiggle madly, you need to press this button on the 'Do-Hickey' until it evens out," he pointed and Sophie nodded, "And if there's a screech from the 'Do-Dat," he gestured to what looked like a type of tuning fork that was jutting from the side, he turned his gaze to her again, completely serious all traces of light hearted teasing gone, "You run, cos it's about to go boom."

Sophie nodded as she eyed the box again, "Aim the 'Do-Hickey', mad squiggling from the squiggly lines, press this button," she pointed at it, "And screeching from the 'Do-Dat'," she glanced at him again, "Run."

"Yeah!" the Doctor agreed with an enthusiastic nod, shooting her another smile, before he straightened up and bounded over to the cones, pulling the device he needed out of his pocket, anticipation building inside of him as he mentally counted down the remaining time…

 ***O*O*O***

"One minute to the next shift," Yvonne called as she emerged from her office, "Let's make it a good one, people," she turned her head to the door as Adeola strode in, "Come on, you two," she chided lightly seeing Gareth a short distance behind her.

"I'm sorry we're late," Adeola replied primly an earpiece in each ear.

"Save it 'til later," Yvonne replied with a roll of her eyes.

"Sorry we're late," Gareth repeated the apology as he walked stepped away from the door, striding past Yvonne, also adorned with a second earpiece.

Yvonne turned back to the room at large, "And powering up," she called and the scientists pulled the levers upwards, beginning the shift. The new earpieces in Gareth and Adeola's ears flashed blue, bleeping quietly, their faces unnaturally blank as they worked at their computers.

 ***O*O*O***

In the Tardis, Rose plunged the sonic screwdriver into a port in the console, whilst outside in the playground the Doctor pressed the device he was holding to the cones activating one before swiftly running to the next, whilst Sophie crouched in front of the box, the 'Do-Hickey' aimed at it and her eyes glued to the small screen, watching the squiggly lines.

Rose watched them on the monitor as Jackie who'd stepped away from the doors, continued to eye her contemplatively, "What's the line doing?" they heard the Doctor shout, the moment he'd activated the last cone.

"It's alright!" Rose shouted back, "It's holding!"

"You even look like him," Jackie murmured softly.

Rose turned to look at her with a mildly confused blink, "How'd you mean?" she paused, thinking about it and a smile touched her lips, "I s'pose I do, yeah," she murmured, rather happy with the assessment.

"You've changed so much," Jackie muttered, "And not just you, Sophie too," she continued, glancing away a bit as she recalled the shy girl the petite brunette had been when she'd first met her, the night Henriks had blown up.

Rose eyed her mum, with a small frown, "For the better…" she replied, shifting defensively as she looked away again. The both of them, her and Sophie, they'd both changed for the better since they'd met the Doctor, of that she was certain.

"I s'pose," Jackie whispered, unable to help but feel concern as she stared at her daughter, all the worries that had been plaguing her since she'd come to the realisation that Rose had no intention of stopping, of staying on Earth to live a normal life, welling inside her.

Rose shot her a look as she turned back to her, "Mum, I used to work in a shop."

"I've worked in shops," Jackie said defensively, frowning, "What's wrong with that?" she demanded tersely.

Rose winced a bit realising how that must have sounded, "No, I didn't mean that," she hurried to assure her.

Jackie huffed lowly, arms crossing, "I know what you meant," and Rose looked away back to the console checking on what she was supposed to be doing. Jackie sighed, eyeing her daughter with concern, "What happens when I'm gone?" she asked.

Rose stiffened, eyes widening in shock at the question and she turned back to her, "Don't talk like that!" she exclaimed.

Jackie shook her head, "No, but really," she insisted needing to say this now, because who knew when her daughter would come back for another visit, it could be weeks or months, God forbid another year! "When I'm dead and buried," she continued as Rose shifted uncomfortably, clearly not wanting to think about such an eventuality, "You won't have any reason to come back home. What happens then?"

"I don't know," Rose admitted quietly, shifting again uncomfortably under her mum's insistent, but concerned gaze.

"Do you think you'll ever settle down?" Jackie asked.

"The Doctor never will," Rose stated in response, "So, I can't," she murmured, unable to stand the idea of the Doctor and Sophie travelling through time and space together whilst she stayed behind, and settled down, that wasn't the life for her. She couldn't go back to a little shop and work nine to five with nothing the least bit exciting happening, "I'll just keep travelling, me, Soph and the Doctor," she stated.

"And you'll keep on changing," Jackie sighed, "And in forty years time, fifty, there'll be this woman, this strange woman… walking through the marketplace on some planet a billion miles from Earth. But she's not Rose Tyler. Not anymore. She's not even human…"

"You make it sound like I'm going to be on my own," Rose exclaimed disquieted by the idea, "But I'll have Sophie and the Doctor with me."

Jackie shook her head, "Maybe..." she sighed, "But in forty years time, or fifty, and those two are, I dunno, married," she shrugged, "Kids."

"Ooh," Rose beamed, diverted by the idea, "Do you think they would? Married, kids? That'd be soo cute…! Little Sophie's and Doctor's running about…" her smile fell a bit as she frowned, "Of course, he's gotta bleedin' confess to her first, stubborn Time Lord…"

"That's not what I'm getting at!" Jackie cried with exasperation as she eyed her daughter, suddenly reminded of her, years younger than she was now, mooning over romantic couples in tv shows. She grasped her daughter's arm, " _Who_ are _you_ going to have, Rose? Aside from Sophie and the Doctor, hmm? Cos, Sophie, I adore her and the Doctor, well…" she hesitated briefly, "He's grown on me," she admitted.

"Oh, he'll be thrilled to hear that," Rose sniggered only to blink as her mum reached up and touched her cheek with her free hand, eyes intense, wide with concern.

"But, they're not going to be able to give you everything, Rose. They can love you like family, but they won't be…" she trailed and sighed eyeing her child, who was staring at her with a frown furrowing her brow, "I just see you, getting older and lonely with no one but the two of them in your life, no partner, no kids…"

"I'll be travelling mum," Rose insisted, "I'm bound to meet someone out there, it's a big universe after all."

Jackie sighed again unable to help but feel that she was talking to a brick wall, she opened her mouth to continue trying to make her daughter understand what she was really trying to say, only to be interrupted before she could get another word out.

"Here we go!" they heard the Doctor shout.

And Rose turned back to the scanner, immediately forgetting all about the conversation her mum was trying to have with her, "The scanner's working," she shouted, turning to look at the open doors, "It says delta one six."

 ***O*O*O***

"Sparks?" the Doctor turned his head to look at Sophie who was watching the box, device in her hand still aimed at it.

"Squiggly lines, calm," she called back, not taking her eyes off the screen.

The Doctor beamed a grin as he turned back to the cones, "Come on, you beauty!" he exclaimed and let out an giddy laugh, hardly able to stand still, in his excitement.

 ***O*O*O***

The scientist pulled the lever further, "And…" Yvonne called as she strolled forward, bringing her sunglasses towards her face as the lights started to brighten in response, "We're into Ghost Shift," she announced as she slipped her sunglasses on, protecting her eyes from the harshly glaring bright lights that were now flooding the room, making the stark white room painfully bright.

"Online," a computer announced.

 ***O*O*O***

In the playground the Doctor watched as one of the ghosts materialised in between the cones, a blue electricity immediately springing up between them, and encompassing the ghost, trapping it inside the triangle.

Sophie pressed the button on her 'Do-Hickey' as the squiggly lines squiggled crazily in response, glancing over at the ghost trapped in the cones, taking in the sight with something akin to amazement, before focusing back down on the screen and continued to depress the button as the lines continued to squiggle frantically.

The Doctor pulled out a pair of 3D glasses and slid them on, eyeing the ghost, before he bent down and adjusted a setting, a green light blipped and Sophie stopped pressing the button on the 'Do-Hickey' as the squiggly lines, evened out and calmed.

 ***O*O*O***

An alarm blared and Yvonne started at the sudden sound, before she hurried over to Matt, who was sat at his terminal, "What've we got?"

"Something's interfering with the ghost field," he responded, fingers moving over his keyboard.

"Location?"

"It's close…" Matt continued to type, narrowing it down, "It's within the city," he reported as Yvonne leaned over his shoulder staring intently at the monitor.

 ***O*O*O***

The Doctor continued to adjust the knob, watching as the ghost shuddered and groaned, writhing inside the triangle. He laughed, "Don't like that much, do you?"

"Doctor, the squiggly lines don't like it much either," Sophie called over as she depressed the button on the 'Do-Hickey' again, trying to stabilise the madly squiggling lines.

"Keep pressing the button," he called back, before he frowned eyeing the ghost, "Who are you?" he murmured under his breath, "Where are you coming from? Whoa!" the Doctor exclaimed stumbling back as the ghost lashed out at him.

Sophie flicked her gaze from the screen to the Doctor and the ghost in response, eyes concerned, but her gaze snapped back to the box as the tuning fork type device on the box that had been humming lowly since the cones had been activated got higher in pitch but not a 'screech'… not yet.

"That's more like it!" the Doctor exclaimed triumphantly as the ghost continued to writhe inside the triangle, "Not so friendly now, are you?"

By the box Sophie frowned as the squiggly lines continued to squiggle madly across the small screen, despite her pressing the button. She pressed it harder and adjusted her aim slightly and the lines calmed a jot, but not much…

 ***O*O*O***

"Close it down," Yvonne ordered urgently, "Close it down!" and the scientists in charge of the levers started to yank them back.

"Offline," the computer announced.

 ***O*O*O***

The Doctor stiffened as he heard a sudden piercing screech from the box behind him, "Sparks, run!" he shouted as he turned only to see her already stumbling to her feet and running, he started after her, the ghost trapped behind him still writhing, the screech loud in their ears… he'd just reached her, drawing her to him protectively, when the loud screeching stopped, just as suddenly as it started and the two peered at the box for a brief moment, before turning to look at the ghost that writhed for a moment more, fading, until it disappeared completely.

The Doctor grinned a mixture of giddy excitement and relief, "Grab the box, Sparks," he exclaimed as he bounded back towards the cones.

Sophie moved back towards the box picking it up and heading for the Tardis as the Doctor gathered up the cones and the small control box he'd been using, before dashing back towards the Tardis, as Sophie slipped inside.

A camera fifty yards away, shifted, turning towards the playground, focusing on the Tardis just missing the Doctor as he pushed the door shut behind him.

 ***O*O*O***

Yvonne peered at the monitor over Matt's shoulder, her eyes widening, "… Oh my God," she breathed stunned.

"Is it him?" Matt asked, his mouth a gape as he made the camera zoom in on the blue 'Public Police Box'.

"It's him," Yvonne murmured with a small gasp, as she took in the sight of it, she'd hoped, but she'd never thought that she'd actually get to see it…

 ***O*O*O***

The Doctor dashed over to the railing, throwing his coat over it as Sophie set down the box, "I said so!" he exclaimed as he bounded over to the console, Sophie following him, moving to stand by Rose, "Those ghosts have been forced into existence from one specific point," the Doctor chattered as his fingers moved over the knobs, levers and buttons on the console, "And I can track down the source. Allons-y!" he cheered with a beaming grin as he yanked down a lever and the Tardis shuddered, the rotor rising and falling as the three of them stumbled and fell, Rose and Sophie into the pilots chair and the Doctor to the floor by it.

 ***O*O*O***

Yvonne and Matt watched as the Tardis dematerialised from the playground, she straightened up and moved away from the computer, "He's coming," she breathed breathlessly as she ran out of the rift room, a breathless exhilarated laugh escaping her.

At their terminals Adeola and Gareth exchanged a dark look at the news, before going back to work, faces still unnaturally blank.

"Rajesh," Yvonne called as she ran down a corridor, "It's him!"

 ***O*O*O***

Rajesh ran up the first few steps to the large sphere, gazing up at it, "Now, we've got you," he murmured.

 ***O*O*O***

"I like that, 'Allons-y'," the Doctor continued enthusiastically as he turned a couple more knobs, "I should say 'allons-y' more often," Sophie started to smile as she watched him, "'Allons-y'," he repeated, "Watch out Rose Tyler! Allons-y! Run, Sparks! Allons-y!" Sophie's smiled widened into an amused grin as he moved about the console, whilst Rose continued to stare at him with a strange smile, "And then, it would be really brilliant if I met someone called Alonso," the Doctor continued as he pressed another button and twisted another knob, continuing his journey around the console, "Because then I could say, 'allons-y, Alonso, every time," he came to a stop in front of his companions and paused looking from Sophie to Rose and back again, "You're both staring at me," he murmured.

Sophie shook her head, "Listening," she corrected, still smiling at him and he grinned back.

"My mum's still on board," Rose murmured quietly, so that she wouldn't hear, and the Doctor's face fell as he shot Rose a wide-eyed look.

Sophie blinked at him, a brow arching, "You didn't know?" she asked, glancing over at Jackie who was sitting up in the gantries, legs jangling as she idly swung them back and forth.

"If we end up on Mars, I'm gonna kill you," Jackie huffed and the Doctor whirled around to look at her, his wide-eyed expression turning to one of horror at the visible proof that Jackie Tyler, Rose Tyler's mum was still on board.

Jackie followed her arms in response to the look, levelling a glare right back at him. She hadn't asked to come along, he'd just taken off without so much as a by your leave!

Rose smirked in amusement, before she glanced over at Sophie to see her with a hand over her mouth, obviously fighting down a laugh as she stared at the horror-struck expression on the Doctor's face.

 ***O*O*O***

The Tardis wheezed as it materialised in a storage area, and the four in the Tardis watched on the monitor as armed soldiers immediately burst through the doors surrounding the blue box, levelling their guns at the doors.

"Oh, well there goes the advantage of surprise," the Doctor commented as he turned away from the monitor, "Still! Cuts to the chase," he turned to Sophie and Rose, "Both of you, stay in here, look after Jackie," he told them firmly before he started for the doors, "Don't let her touch anything."

"I'm not looking after my mum!" Rose exclaimed as she followed him.

"Well, you brought her," the Doctor called back over his shoulder.

"Technically," Sophie began as she too trailed the Doctor towards the doors of the Tardis, "You brought her."

"Exactly!" Jackie exclaimed indignantly, her arms crossed over her chest as she glowered once more at the Time Lord, "You kidnapped me!"

The Doctor made a face, that might have made Sophie laugh if she hadn't been so worried about the soldiers with the guns he was about to walk out into.

Rose pushed past the Doctor and blocked the doors bringing him up short, "Doctor, they've got guns," the blond warned.

"And I haven't," the Doctor nodded.

"Exactly!" Sophie exclaimed as she squeezed past him to stand beside Rose in front of the Tardis doors, "So," she went to continue only for the Doctor to cut her off

"Which makes me the better person, don't you think?" he questioned.

"Much," Sophie agreed and the Doctor beamed a grin at her, "But Doctor, that isn't much protection against bullets if they decide to shoot you!"

The Doctor shrugged, "It's all the protection I need," he caught her by the waist and smoothly moved her aside, "They can shoot me dead, but the moral high ground is mine."

"That isn't funny!" Sophie glowered at him, but he was already turning back to the door, moving Rose out of the way too, "Doctor!"

He turned back to them, "Stay in the Tardis," he told them firmly, his gaze going back to Sophie and his confident expression softened as he took in the way she was staring at him, her hand tugging at the ends of her hair as she twisted the locks around her fingers anxiously, "I'll be fine," he assured her, reaching up a hand to touch her cheek, "Promise."

Sophie bit her lower lip, heart beating uncomfortably against her ribcage as she stared at him a moment, blue eyes meeting his brown and she nodded, bells chiming softly with the action. She watched as he slipped out of the door, opening it just wide enough for him to edge out of, his arms raised in surrender.

Rose and Sophie exchanged a brief look before they crept closer to the doors, being careful not to make a sound as they listened and watched through a crack in the door, Jackie joining them a short moment later.

The Doctor glanced around at the armed soldiers, his gaze going to a woman in a snappy business suit as she ran in, "Oh…!" she exclaimed with excitement, "Oh, how marvellous," she clapped as she grinned at him as he blinked at her a bit bewildered, "Oh, very good. Superb. Happy day!" she exclaimed still clapping and the soldiers lowered their weapons and joined her, in a round of applause.

The Doctor blinked and slowly lowered his arms, "Um," he muttered, rather thrown, "Thanks. Nice to meet you. I'm… the Doctor," he blinked again, bewilderment growing as they all started clapping again.

"Oh, I should say!" the woman exclaimed, "Hurray!"

"You…" the Doctor blinked, brows raising as he eyed the amassed troops that had come to greet him, "You've heard of me, then?"

"Well, of course we have," the woman replied, "And I have to say, if it wasn't for you, none of us would be here. The Doctor and the Tardis…!" Overcome with excitement she grinned again and started clapping once more, the soldiers joining again.

Behind the Tardis doors, Sophie and Rose exchanged a look, a bit flummoxed themselves, they'd come out to meet them with guns and now they were… clapping…?

The Doctor blinked and his lips twitched into a smile, the action beyond his control, as he stared at them as they continued to clap, and clap, until the Doctor gestured for silence, trying a couple of times until the clapping finally came to a stop, "And… and… and you are?" he asked into the ensuing silence.

"Oh, plenty of time for that," the woman waved him off airily, "But according to records, you're not one for travelling alone. The Doctor and his companions. That's the pattern, isn't it, right?" she smiled again as he stared at her mutely, "There's no point hiding anything. Not from us," she informed him, her tone becoming slightly sinister to the Doctor's ears and he frowned at her, "So," she continued her tone brightening again, "Where are they?"

"…Yes!" the Doctor mumbled, "Good point. She's just a bit shy, that's all," he exclaimed as he opened the door a bit more and reached in, searching about the people behind the door, before he found the one he was after and closed his hand about her wrist, "But here she is, Rose Tyler," he said as he pulled, Jackie out of the Tardis. He glanced over at her, looking her up and down as she stared horrified, "Hmm. She's not the best I've ever had. Bit too blond. Not too steady on her pins. All of that," he mimed chattering with a hand and behind the door where she stood with Sophie not making a sound Rose frowned as Yvonne laughed, "And just last week, she stared into the heart of the Time Vortex and aged fifty-seven years. But she'll do."

"I'm forty!" Jackie exclaimed affronted, shooting him an indignant glare.

"Deluded. Bless," the Doctor continued ignoring Jackie's glowering, "I'll have to trade her in. Do you need anyone? She's very good at tea. Well, I say very good, I mean not bad. Well, I say not bad… anyway! Lead on. But not too fast. Her ankles going."

"I'll show you where my ankle's going," Jackie hissed glaring at him, but the Doctor paid her absolutely no mind as the woman merely continued to stare smiling, rather disconcertingly now.

"Do recall," she started as she eyed the Time Lord, "That I said 'companions' as in plural," the Doctor's jaw clenched as he frowned again, hearts beating uncomfortably, he didn't want either of his companions out here, he'd rather they remained safe in the Tardis... at the very least until he knew more.

And behind the door Sophie exchanged another brief look with Rose, her teeth nibbling on her lower lip as the silence seemed to stretch.

"I told you Doctor, you can't hide anything from us," the woman stated smugly, completely unfazed by his darkening frown. She glanced over at the blond by his side before back to him, "At this point in time, there should also be a brunette in there. According to our records she about so high," she gestured with a hand, "Favours a black leather jacket, ooh, and possibly bells in her ears…" she smirked, "Need I go on?"

"…No," the Doctor sighed, defeated, "Sorry!" he muttered tugging at his ear a bit agitatedly, "She's just, uh, shier than Rose here," he jerked a thumb at Jackie who shot him another irritated glower, "Practically, begged me to let her stay in the Tardis," he excused, before glancing to the Tardis doors where he knew Rose and Sophie were both still standing, listening to every word, "Sparks, come on out."

Behind the Tardis doors, Sophie glanced over at Rose again, giving the blonde's hand a squeeze before she slowly opened the door just enough to pop her head out, peering out at the woman and the soldiers before glancing at the Doctor, "Do I have too?" she asked, mainly to keep with the excuse he'd used.

"Fraid so," the Doctor replied, "This uh, lady here, insists," he waved a hand in the woman's general direction.

Sophie glanced at her again, before nodding, her bells chiming quietly with the action. She slowly and carefully edged out of the Tardis, feeling rather awkward under all the stares and the beaming grin the woman was levelling at her, "Uh, hi…" she broke the silence.

"Oh, just wonderful!" the woman exclaimed and clapped her hands together once as she swept her gaze over Sophie Connolly, the brunette tangling a hand into the ends of her hair as she glanced around the storage area rather disconcerted, "Now, if you'd come this way."

"Lead on," the Doctor replied and this time the woman turned smartly on her heel and started away, "Right then, Sparks," he looked at Sophie taking her hand and giving it a reassuring squeeze, "Rose," he added turning his head to look at Jackie, who shot him another glower, that he happily ignored as he turned away again, "Allons-y!"

 ***O*O*O***

Inside the Tardis, Rose stood by the console as she stared at the monitor watching as the Doctor, Sophie and her mum were led away.

 ***O*O*O***

Sophie walked beside the Doctor, Jackie following behind them as they followed the woman through a doorway and into a corridor, "It was only a matter of time until you found us," the woman commented as she led them towards the end of the corridor and a door, "And at last you have," she smiled, "I'd like to welcome you, Doctor," she pushed open the door, and led them into a huge factory floor, that was full of alien artefacts and bustling with activity as scientists worked on them, "Welcome… to Torchwood."

"That's a Jathar Sunglider," the Doctor murmured as he stared at the massive ship that was set up high above them, hovering near the ceiling.

"Came down to Earth off the Shetland Islands ten years ago," the woman explained, smiling as she observed the Time Lord and his companions as the three of them stared at the massive ship.

"What did it crash?" the Doctor asked.

"No, we shot it down," the woman replied casually, "It violated our airspace," she continued as they turned their gazes back to her.

"So…" Sophie trailed, hesitating as the woman turned to her with a smile, "They attacked then?" she asked.

"No," the woman replied again, still smiling, "It entered our airspace, it was within our rights to shoot it down and strip it bare," she informed them, with another smile seeming to take no notice of the dark looks being levelled at her by the Doctor and Sophie as they stared at her incredulously for a moment before looking away in disbelief and disgust, "The weapon that destroyed the Sycorax on Christmas Day?" the woman continued and they turned their heads to look at her again, "That was us!" she exclaimed with a proud smile, "Now," she turned, "If you'd like to come with me," she started away, leading them on through the factory.

Jackie shot an incredulous disbelieving look at the Doctor and Sophie as they followed after the woman. Sophie shook her head, clenched hands in the pockets of her leather jacket, she didn't understand how someone could say those kind of things… and smile about it. She shivered, it was just wrong!

"The Torchwood Institute has a motto, 'If it's alien, it's ours,'" the woman explained as she led them on, "Anything that comes from the sky, we strip it down, and we use it. For the good of the British Empire."

Jackie frowned in confusion, "For the good of what?" she asked as she came up beside the woman, the two of them walking together.

The woman paused in her stride and turned to her, "The British Empire," she repeated as the Doctor and Sophie came to a stop beside them.

"There isn't a British Empire," Jackie refuted, eyeing her sceptically.

The woman smirked, "Not yet," she agreed, "Ah, excuse me…" she murmured as a soldier approached her and she took the weapon offered, "Now, if you wouldn't mind…" she held it up for them to see, "Do you recognise this, Doctor?"

The Doctor frowned as he eyed the large weapon, "That's a particle gun."

"Good, isn't it?" the woman smiled, before wrenching it out of reach as Jackie reached out to touch it, "Took us eight years to get it to work," she continued as if the small incident hadn't happened at all.

Sophie eyed the large weapon, that looked rather like some kind of alien tech to her, she glanced at the Doctor, "Do we have particle guns in the twenty-first century?"

"No," the Time Lord eyed the woman, still frowning, "You're not supposed too at any rate. Not for years. Centuries."

"We must defend our border against the alien," the woman responded, before she turned handing the gun back to the solider that had stood at attention, waiting, "Thank you… Sebastian, isn't it?"

The solider nodded, "Yes, ma'am."

The woman smiled, "Thank you, Sebastian," she turned back to the Doctor, Sophie and Jackie, "I think it's important to know everyone by name. Torchwood is a very modern organisation. People skills. That's what it's all about these days," she smiled smugly at them, "I'm a people person."

Sophie glanced over at Jackie the two sharing an incredulous look and the blond rolled her eyes to the heavens as the Doctor asked, quite seriously.

"Have you got anyone called Alonso?"

Sophie shot him a look, a brow arching, something that he ignored as he stared at the woman as she blinked at him in surprise.

"No, I don't think so," the woman replied, eyeing him curiously now, "Is it important?"

"No, I suppose not," the Doctor replied, a touch disappointed and Sophie shook her head at him, the corners of her lips twitching, "What was your name?" he asked as he eyed the woman.

"Yvonne," the woman responded as the Doctor wandered away from her, "Yvonne Hartman," she introduced herself properly to the three as he peered into a box.

He reached in and pulled out a large device, hefting it between his hands as he looked it over, Sophie stepping over to peer at it curiously.

"Ah, yes," Yvonne smiled as she and Jackie joined them, "Now, we're very fond of these. The Magnaclamp. Found in a spaceship buried at the base of Mount Snowdon. Attach this to an object and it cancels out the mass," she explained, "I could use it to lift two tonnes of weight with a single hand. That's an imperial ton, by the way. Torchwood refuses to go metric," she informed and Sophie shot her a brief look as the Doctor threw the Magnaclamp back into the box and dusted off his hands.

"I could do with that to carry the shopping," Jackie commented, with a light laugh and Sophie glanced at her with a smile as she hummed in agreement.

"All these devices are for Torchwood's benefit, not the general public's," Yvonne replied condescendingly and Jackie made a face at her back.

"Big surprise," Sophie muttered with sarcasm as she moved away from Yvonne and over to the Doctor who was peering through a magnifying glass.

The Doctor in a motion that was almost absent, took her hand, interlacing their fingers, "So, what about these ghosts?"

Yvonne smiled again, "Ah yes, the ghosts," she murmured lightly and the Doctor turned from the magnifying glass, Sophie moving with him, their hands still clasped, "They're er… what you might call a side effect."

The Doctor arched a quizzical brow and Sophie frowned at her, "Of what?" he asked.

"All in good time, Doctor," Yvonne smiled again, "There is an itinerary, trust me."

There was the sound of an engine and Sophie glanced over to see the Tardis being driven past on the back of a truck. Her hand tightened around the Doctor's, "Hold on…" she started still staring at the Tardis.

"Oi!" Jackie exclaimed worried for her daughter as she turned from the box to pin Yvonne with a look, "Where are taking that?" she demanded.

"If it's alien, it's ours," Yvonne simply repeated the Torchwood motto, shrugging as she smiled at them again.

"You'll never get inside it," the Doctor commented lightly as he tore his gaze from his ship to glance back at Yvonne.

"Hmm!" Yvonne scoffed under her breath, dismissing the idea, "Et cetera," she turned and started away, fully expecting them to follow.

Sophie's eyes widened as Rose peeked out of the Tardis door at them, beside her the Doctor who'd looked back at the Tardis gave her a little nod, before he looked away again.

Rose shot Sophie a quick smile, that brunette returned the curve of her lips slightly anxious, before she too forced herself to look away, not wanting to draw attention to her 'little sister' and Rose quietly pushed the door shut again, disappearing from view.

 ***O*O*O***

Rose dashed away from the Tardis doors and over to the Doctor's long brown coat and started rifling through the pockets, "Psychic paper…" she muttered as she searched for it, hoping that he didn't have it on him, "Psychic paper…" she smiled as she found it, drawing it out of the bigger on the inside pocket it had been stuffed into. She bit her lower lip as she eyed the small wallet, anticipating just what she would be able to do with it.

 ***O*O*O***

"All those times I've been on Earth, I've never heard of you," the Doctor commented as he, Sophie and Jackie followed Yvonne down another corridor, soldier's flanking them.

"But of course not," Yvonne replied, "You're the enemy. You're actually named in the Torchwood Foundation Charter of 1879 as an enemy of the Crown."

"1879…" the Doctor murmured, his brow furrowed pensively, "That was called Torchwood, that house in Scotland."

"That's right," Yvonne smiled at them again, "Where you encountered Queen Victoria and the werewolf."

"We remember," Sophie murmured quietly, her expression solemn and felt the Doctor's hand squeeze about hers, their hands still clasped together. She squeezed back, before using her free hand to brush some hair back behind her ear.

"Oh, I'm sure you do," Yvonne smiled again and Sophie grimaced, glancing away from the woman again, exchanging a pained look with the Doctor.

"I think he makes half of it up," Jackie commented and the Doctor glanced over at her, tugging at his ear uncomfortably.

"Her Majesty created the Torchwood Institute with the express intention of keeping Britain great, and fighting the alien horde," Yvonne continued ignoring Jackie entirely.

"But if I'm the enemy," the Doctor murmured conversationally, "Does that mean that I'm a prisoner?"

"Oh, yes," Yvonne replied lightly as they rounded a corner. They came up to a large black door, "But we'll make you perfectly comfortable. And there is so much you can teach us. Starting with this," she pressed her ID card against the digital lock, she opened the door and they strolled into the large chamber, their eyes immediately landing on the large bronze sphere at the other end, "Now, what do you make of that?"

Sophie couldn't help it, she gaped at it, her eyes wide as she stared, even as she felt the growing need to squirm, the fine hairs on her arms and the back of her neck standing on end, the longer she stared at it, but… she couldn't seem to make herself look away either.

"You must be the Doctor," a man called as he approached them, sticking out a hand for the Doctor to shake, "Rajesh Singh. It's an honour, sir."

"Yeah…" the Doctor muttered with distraction as he stared at the sphere, mouth agape, not even noticing Rajesh's hand.

Rajesh lowered his arm sheepishly.

"What is that thing?" Jackie asked, eyeing the sphere disquietedly.

"We've got no idea," Yvonne admitted.

"But… what's wrong with it?" Jackie queried.

"What makes you think there's something's wrong with it?" Rajesh questioned, a brow arching as he eyed her.

"I dunno…" Jackie shrugged, "Just feels weird."

Sophie gave a small nod, "Creepy," she breathed, eyes still locked on the sphere, only half aware that she'd spoken the thought aloud. In the next moment she made a startled sound as she was suddenly pulled into a burst of motion as the Doctor broke into a sudden run, his hand still clasping hers as he dashed towards the sphere.

"Did you think that maybe I didn't wanna get this close to the creepy sphere thing?" Sophie murmured, a touch dryly as the Doctor came to a stop under the sphere.

"No one made you," the Doctor replied with distraction and Sophie glanced down at their clasped hands, before shooting him a look and then rolling her eyes, both exasperated and amused. He'd totally forgotten, her eyes went back to the sphere, eyeing it disquietedly as the urge to squirm started all over again.

"Well, the sphere has that effect on everyone," Yvonne replied, "Makes you wanna run and hide like it's forbidden," Yvonne started towards the sphere Rajesh and Jackie moving with her.

"We tried analysing it using every device imaginable," Rajesh told them as they walked across the large chamber.

The Doctor pulled out his 3D glasses sliding them on, staring up at the sphere through them, his eyes widening behind the lenses.

"But according to our instruments," Rajesh continued, "The sphere doesn't exist. It weighs nothing, it doesn't age. No heat, no radiation, and has no atomic mass."

"But I can see it!" Jackie protested as they continued to walk towards the sphere.

"Sparks?" the Doctor murmured gaze still locked on the sphere, "Are you seeing what I'm seeing?"

"Do I need the nifty 3D glasses to see what you're seeing? Cos," Sophie swallowed, still eyeing the sphere disquietedly, "I'm just getting great big creepy sphere…"

"Inner left jacket pocket," the Doctor cut her off her nervous ramble.

Sophie blinked, glancing at him as she reached into the inner left pocket of the leather jacket that had been his, brow scrunching slightly as she dug in the depths of it for a moment, before she pulled out a pair of 3D glasses, she blinked at them momentarily wondering just how much innocuous stuff was actually rocking about in the pockets of the leather jacket, before she shook the thought away sliding the glasses on and looked up at the sphere again, her mouth dropped open again, "What am I seeing?"

"Void particles," the Doctor murmured.

"Void?" Sophie muttered brow scrunching heavily, "As in the subspace between dimensions?" she murmured recalling what he'd said of it when they'd fallen into the parallel universe.

"The very one," the Doctor agreed heavily, his eyes disbelieving now as he gazed heavily up at the sphere.

"Oh…" Sophie murmured as she stared at the red and green particles that were floating around the sphere, her disquiet growing, "Not good?"

"Very not good," the Doctor sighed.

"Fascinating, isn't it?" Rajesh continued, "It upsets people because it gives off… nothing. It is… absent," he stated.

"Well, Doctor?" Yvonne called.

"This," he replied, "Is a Void Ship."

"And what's that?" Yvonne questioned shifting as she stared at him and the sphere with more than a little interest.

"Well, it's impossible for starters," the Doctor murmured as he slid off his 3D glasses and turned to look at them, "I always thought it was just a theory, but it's a vessel designed to exist outside time and space, travelling through the Void," he started down the steps, Sophie following him, pulling off her own 3D glasses, pocketing them as the Doctor sat on the steps, pulling her down onto the steps with him by their clasped hands.

"And what's the Void?" Rajesh questioned as he and Yvonne stepped closer, moving to stand together at the bottom of the stairs.

"The space between dimensions. There's all sorts of realities around us, different dimensions, billions of parallel universes all stacked up against each other," the Doctor explained, "The Void is the space in-between, containing absolutely nothing. Imagine that, nothing, no light, no dark, no up, no down," Sophie grimaced a little as she shifted uncomfortably at the images his words were invoking, knee brushing against his, "No life. No time. Without end," the Doctor continued, "My people called it the Void. The Eternals call it the Howling. But some people call it Hell."

Sophie grimaced again, 'Hell' seemed like a good name for it, it really did, the Doctor's hand squeezed hers, bringing her out of her thoughts and she squeezed back gratefully.

"But someone built the sphere," Rajesh replied as Yvonne took a deep breath absorbing the information brushing aside her disquiet, "What for? Why go there?" he questioned.

"To explore? To escape?" the Doctor shrugged, "You could sit inside that thing and eternity would pass you by. The Big Bang… end of the universe, start of the next, wouldn't even touch the sides. You'd exist outside the whole of creation."

"You'd have to be desperate," Sophie muttered and the Doctor glanced at her and she blinked at him, having been speaking more to herself, "I think…" she trailed frowning, "You'd have to be desperate to do that, hide in Hell."

The Doctor gave a minute nod.

"You see, we were right," Yvonne beamed smugly, "There is something inside it."

"Oh yes," the Doctor agreed as he turned his head to look at her.

"So how do we get in there?" Rajesh asked.

"We don't!" the Doctor stated flatly almost leaping to his feet, Sophie stumbling up with him and she sent him a look, really? Did he still not realize he had her by the hand, she twitched her hand in his wiggling her fingers as the Doctor pointed at the sphere with his free hand, "We send that thing back into Hell," he declared adamantly, before glancing at Sophie feeling her fingers wiggling, oops? He shot her a distracted apologetic look as he released her hand, before he focused completely back on Yvonne and Rajesh, mind racing, "How did it get here in the first place?"

"Well, that's how it all started," Yvonne began to explain, "The sphere came through into this world, and the ghosts followed in its wake."

"Show me," the Doctor demanded, before he turned on his heel and started for the door, taking Sophie's hand again, his brow furrowed as they strode back across the chamber, Yvonne and Rajesh exchanging a look behind them, before following, Jackie walking after them, "I don't like this, Sparks," the Doctor murmured, "I really don't like this."

Sophie nodded, "I don't either," she murmured, glancing at him, "Do you think Rose is ok?"

"She's in the Tardis," the Doctor replied, "Safe as can be in there."

Sophie shot him a look, brow arching, "You really think she's gonna stay in there, whilst we're out here?"

The Doctor grimaced, "I told her too," he muttered, "…I hope she listens," he sighed as they came up to the door and the Doctor led Sophie out of the chamber and turned left.

"No, Doctor," Yvonne called after him and he turned, leading Sophie off down the right of the corridor instead.

 ***O*O*O***

"I don't get it," Matt muttered with mild irritation as he walked with Adeola down the corridor on the floor of the Institute that was under renovation for the new offices, "What is it? What am I supposed to be looking for?"

"Just go to the left," Adeola replied brightly as she followed him in past one of the plastic curtains a red glow coming from behind another.

"Yvonne's gonna be back any minute," Matt muttered as he turned looking at Adeola.

"Just go left," she replied just as brightly as before giving him an encouraging smile.

Matt sighed, "What, you mean in here?!" he asked gesturing towards the curtain with the red glow behind it.

Adeola nodded at him, still smiling, watching as Matt turned and walked through the curtain, watching the curtain for a moment, before she turned away with a smirk as there was a whir of machinery and Matt screamed.

 ***O*O*O***

Rose tentatively stepped out of the Tardis doors, glancing about the corner of the factory the Tardis had been tucked into. She peered past a brightly decorated mummy case, before swiftly ducking out of sight at seeing two men that were standing nearby, absorbed in their conversation and work. She bit her lower lip, before attempting to start off in the other direction only to reel back as two armed soldiers approached. She held her breath, waiting until they'd passed out of sight and the sound of their steps faded before relaxing slightly. She spied a white lab coat, left discarded on a bench and she swiftly grabbed it and shrugged it on.

She strode out of her hiding spot with confidence, beaming a pleased grin as no one gave her a second glance. Her gaze caught on one man as he strode purposefully through a door, and in the next moment she was striding towards it with purpose, head held high, pretending like she belonged on the factory floor, swiftly following him through it without so much as a glance from the other scientists.

 ***O*O*O***

Adeola returned to her computer as Yvonne walked purposely through the rift room, the Doctor and Sophie trailing her, Sophie glancing back at the glass fronted office that Yvonne called hers, eyes concerned Jackie having decided to stay behind, needing a break to collect herself and regroup after the wrongness of the Void ship. The brunette had thought to stay behind with her, but the Doctor had given her a look, one that had very clearly said, 'Do not leave me alone with this woman', and so she'd fallen into step with him.

"The sphere came through here," Yvonne told them as they approached the white wall that was the source of all the light during the ghost shifts, "A hole in the world," she commented as the Doctor smoothed a hand over it, "Not active at the moment, but when we fire particle engines at that exact spot, the breech opens up."

Sophie glanced at her eyes incredulous, "You're firing particle engines at a hole in the world?" she wasn't entirely sure what particle engines were, but, firing anything at a hole in the world, opening it, how did that seem like a good idea?

"In the name of the Torchwood Institute and for the betterment of the British Empire," Yvonne stated in reply.

Sophie gave her a last incredulous look, before returning her gaze to the visibly smooth expanse of white wall, briefly rubbing at her forehead in disbelief.

"How did you even find it?" the Doctor murmured as he gazed at the wall, awed despite himself.

"We were getting warning signs for years," Yvonne explained, "A radar black-spot. So, we built this place. Torchwood Tower. The breech was six hundred foot above sea level. It was the only way to reach it."

"You built a skyscraper just to reach a spatial disturbance?" the Doctor asked as he pulled his 3D glasses out again, sliding them on, peering through them at the wall, "How much money have you got?"

"Enough," Yvonne replied, before she turned and walked away.

"Too much," Sophie muttered with a shake of her head, moving to stand beside the Doctor as he removed the glasses and folded his arms across his chest, "So…" she glanced at him teeth worrying her lower lip for a moment, "Just how bad could this get?"

The Doctor glanced at her, "It's a hole in the fabric of reality, Sparks."

Sophie nodded slowly, "Enough said," she murmured quietly as she eyed the wall, the Doctor turning to look back at it contemplatively.

He shook his head, "Humans," he muttered condescending still eyeing the wall. Why couldn't they ever just leave things alone… not poke the bear, just once?

"Gee, thanks," Sophie huffed sarcastically.

The Doctor glanced at her and smirked, "Welcome," he replied completely ignoring her sarcasm and Sophie rolled her eyes as he took her hand and started back towards Yvonne's office.

"Hold on a minute…" Jackie called as she stood at a window across from Yvonne's desk, looking out over the view of the city it offered, "We're in Canary Wharf!" she exclaimed, "Must be! This building, it's Canary Wharf."

"Well, that's the public name for it," Yvonne agreed as she turned to look at Jackie, "But to those in the know, its Torchwood."

"So, you find the breach, probe it," the Doctor began as he leaned against the doorframe of Yvonne's office, Sophie standing just off to the side of him, making Yvonne and Jackie turn to face him, "The sphere comes through six hundred feet above London, bam. Leaves a hole in the fabric of reality. And that hole, you think, 'oh, shall we leave it alone? Shall we back off? Shall we play it safe?' Nah, you think, 'let's make it bigger!"

"It's a massive source of energy," Yvonne replied levelling a look at him, "If we can harness that power, we need never depend on the Middle East again. Britain will become truly independent," she smiled brightly.

The Doctor continued to stare at her incredulously.

"Look," Yvonne looked down, quickly checking her watch, "You can see for yourself. Next Ghost Shift's in two minutes," she informed him, before striding past him and out of her office.

"I don't think I like her," Sophie muttered, fingers tangling into the ends of her hair.

"Can't say I'm fond myself, Sparks," the Doctor sighed, before striding back out into the main area after Yvonne, "Cancel it."

"I don't think so," Yvonne scoffed, not pausing in her stride as the Time Lord dogged her steps, Sophie staring after them from the doorway, brow scrunched with worry.

"I'm warning you, cancel it," the Doctor snapped angrily, frustration brewing and came to an abrupt halt as she spun to face him.

"Oh, exactly as the legends would have it," Yvonne sneered as she eyed him, "The Doctor, lording it over us. Assuming authority over the Rights of Man."

"Let me show you," the Doctor didn't wait for a response, before he turned, taking his sonic screwdriver from his pocket as he started back for the office, walking past Jackie, the older woman having followed him out of the office and Sophie stepped back and out of his way so he could get back through the door.

"Sphere comes through," he pointed the sonic screwdriver at the glass partition, the tip flashing blue as it buzzed briefly, cracks splintering outwards across the glass spreading farther and farther along it as he continued to talk, "But when it made the hole," he lowered his sonic, "It cracked the whole world around it. The entire surface is splintered," he explained as he passed his hand over the cracking glass, "And that's how the ghosts get through. That's how they get everywhere. They're bleeding through the fault lines. Walking from their world, across the Void," he mimed walking with two of his fingers, "And into yours, with the human race hoping and wishing and helping them along! But too many ghosts, and…" the Doctor pressed a fingertip lightly to the glass and it shattered, shards falling to the floor.

"Well," Yvonne looked up from the glass on the floor, not at all impressed by the mess, "In that case we'll have to be more careful," she spun on her heel, turning to address the staff, "Positions!" she called striding away once more, "Ghost Shift in one minute."

"Miss Hartman," the Doctor called pursuing her, "I am asking you, please, don't do it."

"We have done this a thousand times," Yvonne replied, once again waving him off, not pausing in her stride, needing to prepare, there was less than a minute now.

"Then stop at a thousand!" the Doctor exclaimed furiously as Sophie gingerly stepped through the broken glass littering the floor as she made her way out of the office, coming to stand by Jackie, her teeth worrying her lower lip as she watched the Doctor and Yvonne.

Yvonne spun back to face him, annoyance written all over her face, "We're in control of the ghosts," she stated confidently, "The levers can open the breach, but equally they can close it."

The Doctor stared at her, eyes locked in a battle of wills for a moment, before he relaxed his posture, blinking, "Ok," he replied lightly and Yvonne stared in shock as he turned and walked back towards her office.

"Sorry?!" she called after him, staring at his retreating form in confusion, rather thrown by his sudden apparent nonchalance.

"Never mind," the Doctor called over his shoulder as he grabbed a chair, "As you were," he said as he wheeled it through her office, over the shards of glass on the floor and back out into the rift chamber.

"What, is that it?!" Yvonne asked incredulously.

"No, fair enough," the Doctor replied airily, "Said my bit. Don't mind me," Sophie quirked her brows trying to figure out just what in the world he was about as he settled himself in the chair, "Any chance of a cup of tea?"

"Ghost shift in twenty seconds," Adeola announced glancing at the Doctor for a brief moment, as she continued to work, fingers moving over the keyboard.

"Mm! Can't wait to see it," the Doctor stated with a sarcastic wry smile curving up his lips and Sophie glanced from him to Yvonne and back again who was starting to look a bit disquieted and uncertain now and she blinked in dawning realization.

"You can't stop us, Doctor," Yvonne replied, eyeing him with a light frown, her confidence wavering, her gaze shifting to Sophie as the petite brunette shifted moving towards the chair the Doctor was sitting on.

"No, absolutely not!" the Doctor agreed, shooting a quick look at Sophie as she came to stand behind the chair, leaning against it, "Pull up a chair, Sparks," he patted the arm of the chair in invitation and Sophie quirked a brow at him before moving around to the arm and leaning lightly against it instead, "Rose!" he called over to Jackie, "Come and watch the fireworks."

"Ghost shift in ten seconds," Adeola called as Jackie came to stand behind the chair, "Nine… eight…" she started to count down.

Yvonne stared uneasily at the three of them, gaze focused on the Doctor, who merely raised his brows at her, in a silent challenge, just daring her to go through with it and see what would happen, "Seven… six… five… four… three… two…"

"Stop the shift," Yvonne broke, "I said stop."

"Thank you," the Doctor murmured with a grateful smile.

"I suppose it makes sense to get as much intelligence as possible," Yvonne replied briskly, cool confidence falling back into place, "But the programme will recommence, as soon as you've explained everything."

The Doctor merely smiled again under her stern glare, "I'm glad to be of help."

"And someone clear up this glass," Yvonne called to the room at large, "They did warn me, Doctor," she turned back to him, "They said you like to make a mess."

The three watched as she strode back into her office, the Doctor let out a short sigh, "Best get to it then."

And Sophie straightened up from the arm of the chair, belated realizing that one of the Doctor's hands had been resting on her side as the warmth of it slid away. He stood and Sophie followed him with her eyes for a moment as he grasped the chair and started wheeling it back towards Yvonne's office. She gave herself a bit of shake and followed after him, Jackie shaking her head a bit at them as she trailed behind them.

Adeola, Gareth and Matt, exchanged looks from where they were sitting at their terminals, all three now with an earpiece in each ear. They glanced away again and in silent agreement started typing again.

 ***O*O*O***

Rose walked down another corridor, still following the scientist at a distance. He rounded a corner and she broke into a jog, hearing the sound of a door opening and closing. She paused at the corner, and peered cautiously around it, seeing it empty aside from the large black door, she strode quietly around the corner.

She came to a stop in front of the door scrutinising it, before she kissed the psychic paper for luck and pressed it against the lock, and beamed a grin as the door slid open. She stepped into the chamber, hers immediately landing on the large bronze sphere, making her pause, eyes widening as she couldn't help but stare at it.

Rajesh looked up, noticing her arrival, and strolled over, "Can I help you?"

"I was just…" Rose mumbled, still staring at the sphere.

"Try not to look," Rajesh told her, "It does that to everyone. What do you want?"

"Sorry, um…" Rose blinked forcing her gaze away as she focused on the man who'd approached her, "They sent me from personnel," she made up, "They said some man had been taken prisoner. Some sort of Doctor? I'm just… checking the lines of communication, did they tell you anything?"

Rajesh eyed her with suspicion, his brow furrowing slightly, "Can I see your authorisation?" he held out a hand.

"…Sure," Rose nodded and held the psychic paper out to him, a friendly 'I'm harmless' smile curving her lips.

Rajesh took it and looked it over, "That's lucky," he murmured, smirking as he looked up at her again, "You see, everyone at Torchwood has at least a basic level of psychic training," Rose's smile fell away, "This paper is blank, and you're a fake," he pressed a hand to his ear piece, "Seal the room. Call security," he lowered his hand, "Samuel?" he addressed a black man who had his back to them, lab coat on, "Can you check the door locks? She just walked right in."

"Doing it now, sir," the man replied and Rose's eyes widened with shock as he turned around, revealing himself to be Mickey. He pressed a silencing finger to his lips behind Rajesh's back before his grinned and gave her a thumbs up, and Rose couldn't help but gape as she continued to stare in bewilderment at seeing him.

"Well, if you'd like to take a seat," Rajesh spoke again drawing Rose's attention away from Mickey and she nodded silently, at a loss for words.

 ***O*O*O***

"So, these ghosts," Yvonne began her gaze lingering with mild irritation on the Doctor's feet that were crossed on her desk, the tips of them almost brushing Sophie's hip as she leaned against the same side of the desk, before she glanced up to his face as he stared at her, the picture of relaxed as he lounged against the comfy office chair, eyeing him contemplatively, "Whatever they are, did they build the sphere?"

"Must have," the Doctor replied, "Aimed it at this dimension like a cannon ball."

"Yvonne?" Rajesh's voice came from the laptop in front of Yvonne and she turned her gaze from the Doctor to the screen, "I think you should see this. We've got a visitor," Sophie glanced over at the Doctor, the two of them exchanging a quick look, "We don't know who she is, but funnily enough, she arrived at the same time as the Doctor."

The Doctor twitched just a fraction and Sophie shifted slightly against the desk as they eyed the back of the laptop.

Yvonne glanced up at them as she turned the laptop around so that they could see Rajesh and Rose on the screen, peering at them through the webcam. The blond looking at them a bit sheepishly as she did so, "She one of yours?"

The Doctor shook his head, "Never seen her before in my life."

"Good! We can have her shot," Yvonne exclaimed and Sophie stiffened and over by the window Jackie gasped eyes widening in horror.

"Oh, alright then," the Doctor sighed sitting up, "It was worth a try. That's…" he nodded at the screen, "That's Rose Tyler."

"Sorry," Rose apologised sheepishly, "Hello."

Sophie gave her a smile, "Hi, Rosie," and the blond gave her a bit of a wave, whilst the Doctor shot her a small smile of his own and waggled his fingers back at her.

Yvonne arched a brow at them, "Well, if that's Rose Tyler, who's she?" she glanced over at Jackie.

"I'm her mother," Jackie replied, smiling rather proudly.

"Oh?" Yvonne turned back to the Doctor, amusement written all over her face, "You travel with her mother?"

"He kidnapped me!" Jackie cried defensively whilst the Doctor all but shrivelled in his chair as he glanced to Yvonne who was grinning, all so amused at his expense.

"Please," he pleaded lowly, "When Torchwood comes to write my complete history, don't tell people I travelled through time and space with her mother," he nodded at Rose on the screen again.

"Technically," Sophie murmured glancing at him as Yvonne laughed at him, "You've only hopped across London with her."

The Doctor shot her a look, "That's not much better, Sparks," he whined and Sophie shrugged, lips twitching upwards at the look on his face.

"Charming," Jackie groused, glowering at him.

"I like Jackie," Sophie reminded him as she eyed him.

Jackie beamed at her, "I adore you too, sweetheart," she told her before sending a 'Ha!' look in the Doctor's direction.

"I've got a reputation to uphold!" the Doctor exclaimed defensively, glancing briefly over at Jackie before focusing on Sophie again.

"Hmm," Sophie tapped her lips thoughtfully with a finger, "I thought you liked the domestic approach?" she hummed teasingly, "You told us as much," she gestured at Rose, who was still peering at them through the webcam.

"Yep," the blond agreed with an amused grin and they both laughed as the Doctor looked from one to the other and back again rather horrified.

"Stop teaming up on me!" he whined at them after a moment folding his arms across his chest and pouting at them, which honestly only made them laugh harder, and he couldn't help but start to smile as Sophie's eyes sparkled at him, the beating of his hearts increasing.

Their laughter cut off abruptly as the sound of the Ghost Shift engines starting came from behind them and Yvonne frowned, "Excuse me?" she told them sharply as she stood and made her way around her desk and to her office door, "Everyone? I thought I said stop the Ghost Shift," she addressed the workers, who ignored her, typing furiously, "Who started the programme?" Yvonne demanded, "But… I ordered you to stop!" her eyes widened as the levers started moving on their own, "Who's doing that?" she pointed at them, "Step away from the monitors, everyone," she ordered sharply stepping out of her office and into the rift chamber, the Doctor, Sophie and Jackie following her out.

"Gareth, Addy," Yvonne called starting to panic as no one moved to do as she said, "Stop what you're doing, right now!" she whirled, "Matt! Step away from your desk. That's an order!" none of the three moved to do what she commanded, just continued to type, blank faced, eyes focused on the screens in front of them, "Stop the levers!" she shouted and the two scientists in charge of them rushed to do as she order, struggling to try and bring them back down, to stop the Shift, "Stop the levers!" she shouted again.

"What's she doing?" the Doctor questioned as he strode over to Adeola, peering over the woman's shoulder to stare at the screen.

"Doctor," Sophie called as she tore her eyes from Matt and Gareth, the two men staring blanking at the computer, typing, just typing, eyes not wavering from the screen, almost trance-like as they worked, "Their faces…" she murmured as she came up beside him, eyes going to Adeola's face, seeing the same. Just blank, completely blank.

"Addy," Yvonne called coming up on the other side of Adeola, "Step away from the desk," the Doctor who'd turned his gaze from the computer screen to peer at Adeola's face at Sophie's murmur, clicked his fingers in front of it getting no reaction, not even a blink, "Listen to me," Yvonne insisted as Jackie came up beside her, "Step away from the desk," she ordered once more.

"She can't hear you," the Doctor murmured his eyes going back to the screen, brow furrowed, "They're overriding the system," he observed and he, Sophie, Jackie and Yvonne looked up, staring at the white wall that was growing brighter anxiously, "We're going into Ghost Shift."

Sophie's breath caught, her eyes widening in alarm as the light coming from the wall continued to brighten, "Oh bugger…" she breathed.

 ***O*O*O***

"Yvonne," Rajesh called into his earpiece, "I thought you said the next Ghost Shift was cancelled," Mickey who was checking on the locks, glanced over, "What's going on?" Rajesh asked, but got no reply. He frowned, "Yvonne?"

The whole chamber suddenly shuddered and Rose peered about in alarm. Their eyes went to the Sphere and Rajesh's eyes widened, "It can't be," he breathed and he hurried over to it, Mickey and Rose following him, "It's active!" he murmured, voice hushed with awe.

 ***O*O*O***

Sophie peered at the earpieces in the Adeola's ears, brow furrowed, she'd noticed them earlier, just in passing, that a couple of the workers in here had had two instead of one, but hadn't thought anything of it, had just assumed that… she shook the thought away as unhelpful, and glanced at the Doctor, "They're gone, aren't they?"

Yvonne frowned as the Doctor nodded solemnly, "What do you mean they're gone?!" she demanded.

"It's the earpieces," the Doctor replied still studying the extra earpiece, "It's controlling them. I've seen this before," and Sophie gave a solemn nod of her own, the soft chime of her bells coming out muted as the Doctor pulled out his sonic screwdriver and shifted to stand behind Adeola, "Sorry," he apologised, "I'm so sorry," he pressed it to the back of the earpiece just behind her ear, it whirred quietly in his hand and with a flash of blue, the ear-piece deactivated and Adeola screamed in pain, Gareth and Matt's voice's joining hers a moment later before the three slumped over in their chairs, dead.

"What happened?" Yvonne gasped, mouth agape, she turned to him, "What did you just do?" she demanded.

"They're dead," the Doctor murmured as he slid the sonic screwdriver back into his pocket, eyes pained.

"You killed them!" Jackie accused with horror as the Doctor leaned forward, staring intently at the computer, hands settling over the keyboard.

"Oh, someone else did that long before I got here," the Doctor muttered, frowning heavily now as his fingers moved over the keys.

"But you killed them!" Jackie exclaimed, staring at him eyes wide with horror.

"Jackie, I haven't got time for this," the Doctor snapped angrily shooting her a look, before focusing back on the screen, fingers still moving over the keys.

"He's right," Sophie sighed, glancing over at the still horrified Jackie, "We don't have time," Jackie glanced at her, "But, he didn't, Jackie. They were already gone."

Jackie swallowed heavily, shooting the Time Lord another look, but nodded in acceptance, trying to calm herself.

"Sparks," the Doctor called as he stopped typing with one hand long enough to pull a notepad towards him and grab a pen. Quickly scrawling a sequence of numbers and letters onto it, "This code, repeatedly" he tore it off and handed it to her, "That computer," he gestured to Matt's terminal.

Sophie nodded and paper in hand dashed over to Matt's computer, and pulled the keyboard towards her, fingers moving over the keys, eyes darting from the screen to the code and back again as she typed as fast as she could.

"What are you doing" Jackie asked glancing from Sophie back to the Time Lord.

The Doctor gritted his teeth annoyance building at being badgered by questions he considered rather stupid and the answer completely obvious, "Trying to stop the override," he gritted out, fingers tapping quickly over the keys.

"What are those ear-pieces?" Yvonne asked, eyeing the foreign ear-piece in Adeola's ear.

"Don't," the Doctor warned, not looking at her.

"But they're standard comms devices," Yvonne murmured confused and curious, "How does it control them?"

"Trust me," the Doctor straightened up and started over towards Sophie, "Leave them alone," he warned again. He peered over Sophie's shoulder at the monitor, frowning, leaning over her, gestured for her to keep going as he hit a few other keys.

"But what are they?" Yvonne insisted and reached for the ear-piece, pulling it away from her ear, a string of brain matter coming with it, "Urgh!" she pressed a hand to her mouth, revolted, "Oh, God! It goes inside their brain!" she dropped it, face pale.

"What about the Ghost Shift?" the Doctor asked her.

Yvonne looked up at the wall, "Ninety percent there and still running," she turned her gaze back to the Doctor, "Can't you stop it."

"They're still controlling it," the Doctor shook his head and gestured to Sophie that she could stop, that it wasn't going to work, "They've hi-jacked the system."

Yvonne frowned walking over to them, "Who's they?"

The Doctor pulled his sonic screwdriver out of his pocket and held it flat against his palm, slowly turning, "It might be a remote transmitter but it's got to be close by. I can trace it," he murmured ignoring Yvonne's question.

In the next moment he darted off, "Jackie, stay here!" he hollered at her, "Sparks," he trailed seeing her already running at his side, "Oh... never mind, no one listens to me anyway," he muttered.

Sophie glanced at him, "I always listen to you, don't always understand what you're saying," she rambled, "But I listen…" she slowed slightly and fell behind him a couple of steps, "Did you want me to stay with Jackie?"

The Doctor glanced at her, opened his mouth, closed it, then opened it again, before he snapped it shut and shook his head, "Oh, just come on!" he urged and grasped her hand, making her sped up again, "Just stick close, alright?"

Sophie nodded, "I'll be like glue," she promised and then felt her cheeks flush hotly for a reason she couldn't identify.

The Doctor shot her a look, "Cheeky," he muttered, smirking, as Yvonne hurried after them having given a final order to the remaining scientist in the rift chamber.

 ***O*O*O***

"We've got a problem down here," Rajesh called urgently into the webcam, "Yvonne, can you hear me?" he glanced up at the sphere, eyeing it as it continued to tremble, "Yvonne, for God's sake. The sphere is active!" he called frantically and glanced at the monitor displaying the readings, "The readings are going wild! It's got weight, it's got mass, an electromagnetic field, it exists!" he jumped as a crash sounded behind him and he turned, his eyes going to the door as it closed, "The door's sealed. Automatic quarantine, we can't get out!" he rushed off.

Rose swallowed heavily as she stood beside Mickey, heart hammering in her chest as she stared up at the trembling sphere.

"It's alright, Rose," Mickey murmured, as he too stared up at the tremble sphere, "We've beaten them before, we can beat them again. That's why I'm here. The fight goes on."

"The fight against what?" Rose asked.

"What do you think?" Mickey replied a moment before they stumbled as two violent crashes came from the sphere, shaking the entire chamber.

 ***O*O*O***

The Doctor walked down a corridor, holding his sonic screwdriver in both hands, his brow furrowed in concentration as he let it guide him. Sophie walking beside him, keeping to her promise to be 'like glue' whilst Yvonne trailed a few steps behind them.

A couple of soldiers walked by them, heading in the other direction.

"You two," Yvonne called to them and they paused turning to her, "You come with us."

Yes, ma'am," one of the soldier's replied, and the pair saluted, before falling with them, following them quietly down the corridor.

 ***O*O*O***

In the rift chamber, Jackie watched as the scientists struggled to keep the levers from reaching the activation point. She grimaced and squinted as the light coming from the wall grew even brighter, almost painfully so now.

 ***O*O*O***

The Doctor, Sophie, Yvonne and the two soldiers walked down the corridor of the floor that was under renovation. The Time Lord still holding his sonic out in front of him as he, Sophie and Yvonne peered through a set of curtains eyes landing on another plastic curtain ahead of them, "What's down here?" the Doctor asked.

"I don't…" Yvonne trailed and Sophie glanced at her as she shrugged, "I dunno, I think it's building work," she murmured, "It's just renovations."

"You should go back," the Doctor murmured, glancing at Yvonne as he started forward.

"Think again," Yvonne scoffed and started forward herself, gesturing for the soldiers to do the same as they follow him through the curtain.

The Doctor sighed, before glancing at Sophie who had grown rather silent when they'd entered the corridor, her brow scrunched as she glanced about, "Like glue," he reminded her.

Sophie glanced at him and gave him a nod and a small smile, "Promise," she murmured and the Doctor nodded pushing more curtains out of their way as they carried on through the thick plastic curtains.

The Doctor stopped pushing curtains aside as the sonic screwdriver bleeped, and he frowned down at it.

"What is it?" Yvonne asked, "What's down here?" she pressed insistently when he didn't answer right away.

"Ear-pieces, ear-pods," the Doctor muttered still frowning, "This world's colliding with another, and I think I know which one."

Sophie nodded, the chime of her bells soft, but sounding loud in her ears in that moment as she glanced nervously about the portioning curtains, "Yeah…" she murmured quietly and glanced back at the Doctor, "Me too."

Sophie stiffened as large ominous shadows appeared behind the curtains, surrounding them in mere seconds, "Oh…" she breathed and felt the Doctor take her hand, his consciousness brushing against hers.

"What are they?" Yvonne asked, her voice hushed, barely above a whisper.

"They came through first," the Doctor replied as metal arms jutted through the plastic, hands easily slitting the plastic.

"…Bugger," Sophie breathed, her eyes wide as she brushed back.

"The advance guard," the Doctor continued as metal legs came through the now tattered curtains, bulky bodies following at the metal men stepped through, body after body, heavy footsteps thudding against the floor as they marched towards them, "Cybermen!"

The two soldiers opened fire, the bullets having little to no effect as they chinked harmlessly against the solid metal and the Doctor turned, moving to run, to escape another way, to get Sophie to safety, Yvonne hurrying to follow, but the way was blocked by another Cyberman… it stared at them and Sophie swallowed again as she glanced around, they were surrounded.

 ***O*O*O***

"We had them beaten, but then they escaped," Mickey explained as another crash came from the sphere, "The Cybermen just vanished," there was another crash and Rose winced eyeing it dubiously, "They found a way through to this world, but, so did we."

Rose turned her gaze back to him, eyeing him, "The Doctor said that was impossible," she commented.

"Yeah, well," Mickey shrugged, "It's not the first time he's been wrong."

Rose smirked, "No, it's not," she agreed and Mickey shot her a quick grin, before she sobered again, "What's inside the sphere?" she asked as another crash came from it.

Mickey shook his head, "No one knows. Cyber Leader, Cyber King, Emperor of the Cybermen… whatever it is…" he grinned at her again, "He's dead meat."

Rose stared at him, drinking in the sight of him, before she nudged him, smiling, "It's good to see you."

"Yeah," Mickey smiled back at her, "It's good to see you too," another crash, and they glanced back up at the sphere.

 ***O*O*O***

The Cybermen escorted the Doctor, Sophie and Yvonne back into the rift chamber, their hands clasped behind their heads, "Get away from the machines," the Doctor shouted at the scientists that were still struggling with the levers, "Do what they say, don't fight them!"

Sophie frowned as the Cybers raised their arms aiming them at the two scientists, before her eyes widened in horror as weapons ejected out of their metal arms, "No…" she breathed, a second before the Cybers fired, and the scientists screamed as the deadly energy beams hit them.

"What are they? Jackie asked, terrified, her eyes wide as she turned from the sight of the dead scientists.

Yvonne merely shook her head unable to speak in that moment, a hand clamped over her mouth at the horror of it.

"We are the Cybermen," one of the Cybermen stated in response, "The Ghost Shift will be increased to one hundred percent," it stated, before it clamped a fist to its chest and they watched helplessly as the levers began to rise unhindered once more.

"Online," the computer announced.

"Here come the ghosts," the Doctor murmured as the lights brightened sharply, making them all squint against it, eyes on the wall. The sound of heavy marching feet echoing from it, and Sophie reached out and grasped the Doctor's hand and he squeezed it. They had to raise their arms against the glare as the lights brightened further, squinting heavily against it as shadowy figures of Cybermen marched into view from the open breach.

 ***O*O*O***

"Can anyone hear me?" Rajesh shouted frantically into his comm as the entire chamber shook about them, "Come on, I need help down here!" the sphere emitting more 'booming' noises behind him as it vibrated heavily, "I need…" Rajesh trailed as the sphere stilled, he walked back over to Mickey and Rose staring up at the sphere.

Mickey shrugged off his white coat and fake ear-piece, "Here we go," he murmured as Rajesh put on his glasses and the three of them watched as smooth cracks appeared in the sphere, opening slowly, a pitch blackness spilling from it.

 ***O*O*O***

"These Cybermen," Jackie spoke quietly, "What've they got to do with the ghosts?"

The Doctor sighed out an irritated breath, "Do you never listen?" he snapped at her, "A footprint isn't like a boot!"

"They're not ghosts, Jackie," Sophie murmured more gently, her gloved hand tightening about the Doctor's, "None of them were ever ghosts."

"Achieving full transfer," a Cyberman reported.

"They're Cybermen. All the ghosts are Cybermen," the Doctor muttered tersely as the ghostly figures in front of them started to solidify, forming squads, solidifying into Cybermen before their eyes, "Millions of them, right across the world."

"They're invading the whole planet," Yvonne murmured with horror.

"It's not an invasion, it's too late for that," the Doctor muttered, shaking his head and Sophie tore her gaze from the Cybermen to look at him, "It's a victory."

The laptop bleeped and the four turned to look at it, "Sphere activated," Sophie swallowed her eyes widening with horror, "Sphere activated, sphere activated" the Doctor frowned at it heavily, mind racing, "Sphere activated, sphere activated."

 ***O*O*O***

"I know what's in there," Mickey told Rose as the sphere continued to open, "And I'm ready for them. I've got just the thing," he rushed over to a counter, reaching under it he retrieved a large gun, before he ran back standing before the sphere, "This thing is gonna blast them to hell," Rose stared at the large gun, entirely bewildered again in that moment… Mickey, he'd gone and changed on her so much…

"Samuel," Rajesh exclaimed, staring at him with wide confused eyes, "What are you doing?"

"The name's Mickey," Mickey replied glancing at Rajesh, "Mickey Smith. Defending the Earth," he stated, cocking his gun, levelling it at the sphere as it parted further.

 ***O*O*O***

"But I don't understand," the Doctor addressed a Cyberman, "The Cybermen don't have the technology to build a Void Ship, that's way beyond you. How did you create that sphere?" he questioned.

"The sphere is not ours," the Cyberman responded.

The Doctor stared stunned, "…What?"

"The sphere broke down the barriers between worlds. We only followed. Its origin is unknown," the Cybermen stated.

The Doctor frowned, "Then," he breathed with alarm, he had a companion down there, "What's inside it…?"

"Rose is down there…" Jackie murmured, fearfully, terrified for her daughter.

Sophie nodded swallowed heavily, eyes pricking hotly, icy licks of fear for her 'little sister' lashing at her, "I know…" she whispered pained as she felt the Doctor's hand tighten about hers again.

 ***O*O*O***

Rose, Mickey and Rajesh stared as the sphere slowly receded in a bright blaze of light, eyes widening as an alien in a pepper pot type protective outer shell became visible, followed by three more, the four of them gliding out of the Void and into the chamber.

"That's not Cybermen…" Mickey muttered thrown.

"Oh, my God," Rose breathed terrified, eyes wide with horror as she stared at that all too familiar sight, one that she'd hoped to never see again.

"Location, Earth," a Dalek reported, "Life forms detected," Rose trembled beside Mickey, anticipating the next word, "Exterminate!"

Mickey aimed his gun at them as the Daleks began to chant, eyes stalks quivering at the three humans, "Exterminate! Exterminate! Exterminate!"


	16. Chapter 15 Doomsday

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** thank you to everyone who followed/favourited and reviewed last chapter and also thanks to **Saberbladeprime** for helping out again.

Oh, and quick note, I've decided that I'll go on to include the Christmas Special Runaway Bride in this fic, that way book 3 starts with Smith and Jones.

Hope you guys enjoy!

 **CHAPTER 15**

 **Doomsday**

"Exterminate!" the Daleks advanced, gliding across the floor towards, Rose, Mickey and Rajesh, "Exterminate! Exterminate!"

"Daleks!" Rose shouted and the Daleks fell silent, pausing in their advance, eyestalks swivelling, focusing on her and suckers quivering. Rose swallowed nervously, "You're called Daleks," she spoke again her voice tremoring slightly and took a few steps towards them as the Daleks continued to merely stare at her silently, "I know your name," she took off her lab coat, "Think about it," she let it fall to the floor, staring at the black armoured Dalek in front of her trying not to show her fear, "How can I know that? A human… who knows about the Daleks. And the Time War. If you wanna know how, then keep us alive," she swallowed nervously again as the Daleks remained silent, glancing anxiously at the quivering suckers, "That's all I'm asking. Me and my friends."

"Yeah, Daleks," Mickey nodded, eyeing the aliens that he'd only heard about, "Time War. Me too," he stated and the Daleks eyestalks swivelled towards him, looking him over.

"Yeah," Rajesh added and Mickey cast a quick sceptical look at him, which he ignored as he continued, "And me."

The Dalek's eyestalk swivelled back to Rose, "You will be necessary," it decided and Rose let out a small breath of relief as it turned to another of the Daleks, "Report," it ordered, "What is the status of the Genesis Ark?"

Rose flicked her gaze to the strange contraption that had come out of the sphere with them, eyeing it with concern.

"Status... hibernation," the Dalek reported.

"Commence awakening," the black Dalek ordered and the four Daleks started to glide about the contraption, turning to it.

"The Genesis Ark must be protected above all else," another Dalek stated as it extended its sucker towards the Ark, clamping to the side of it.

"The Daleks," Mickey murmured quietly to Rose, glancing briefly at her, before focusing back on the Daleks as he continued to level his gun on them, "You said they were all dead."

"Never mind that," Rose muttered and turned her head to look at Mickey with wide eyes, "What the hell's a Genesis Ark?"

 ***O*O*O***

"What's down there?" Jackie asked, breaking the heavily silence that had fallen between herself, Sophie and the Doctor. Her wide fearful eyes focusing on the Time Lord as he leaned against the wall, his gaze distant as he thought, "She was in that room with the sphere. What's happened to Rose?" she demanded.

The Doctor sighed heavily, trying for patience and failing, "I don't know," he replied tersely and regretted it an instant later as Jackie burst into tears, turning from him as she pressed a hand to her mouth, muffling the sounds of her sobs.

Sophie shot the Doctor a reproving look as she shifted closer to Jackie, placing a gentle hand to her back, rubbing in circles as Jackie's shoulders shook with her sobs. Her heart feeling heavy in her chest as her own fear for Rose simmered. She bit her lower lip still rubbing Jackie's back as she glanced about the rift chamber, gaze sweeping over all the Cybermen that were standing stiffly in the room with them, thankfully ignoring them… for now.

The Doctor blew out a low regretful breath as he watched the pair of them for a moment, Jackie shifting as she turned slightly towards Sophie. He straightened and walked over to them, Sophie's attention turning to him as he did, "I'll find her," he promised Jackie as she continued to sob, "I brought you here, I'll get the three of you out," he swore, glancing briefly at Sophie and she offered him the smallest of smiles, "You, Rose and Sophie. Jackie, look at me. Look at me," he urged insistently when she didn't and Jackie sniffled, lowering her hand from her mouth as she slowly turned her gaze back to him, "I promise you," he murmured, their eyes meeting, "I give you my word."

Jackie stared at him for a long moment, eyes searching his as he stared at her unwaveringly, before she gave a minute nod of acceptance, seeing that he meant every word, placing her trust in him.

They heard heavy footsteps and turned their heads to see one of the Cybermen marching toward Yvonne's office, where Yvonne herself was seated at her desk, her laptop once again in front of her. The Cyber came to a stop in the doorway and Yvonne looked up, eyeing it lips pursing, "You will talk to your central world authority and order global surrender," the Cyber ordered.

"Oh, do some research," Yvonne snarked, rolling of her eyes, "We haven't got a central world authority."

"You have now," the Cyberman stated definitively, "I will speak on all global wavelengths," it commanded and the Doctor pulled out his 3D glasses again, putting them on, watching intently as the Cyberman started to broadcast, "This broadcast is for human kind…" and Sophie frowned as the Cyber continued, "Cybermen now occupy every land mass on this planet. But you need not fear. Cybermen will remove fear. Cybermen will remove sex and class and colour and creed. You will become identical. You will become like us."

"Become like them," Jackie muttered dubiously, eyeing the Cyberman that had spoken, "What does that mean, 'Become like them?'"

Sophie swallowed heavily, staring at the Cybermen with horror, "Pray you never have to find out," she murmured. She hadn't seen it for herself, but she'd seen Lumic's presentation and Rose had talked about what she had seen in that factory in the parallel world.

There was a loud booming sound and they turned, the Doctor removing his 3D glasses as they slowly moved towards a window, Yvonne joining them movements later, arms crossing over their chests as they stared down at the chaos that had broken out on the streets below as the military that had scrambled into action the moment the realisation had hit that they were being invaded and they fought back.

"I ordered surrender," the Cyberman stated, managing to sound almost confused as it stood beside them, looking out of the window at the signs of resistance.

Sophie shot it a derisive look, "And?"

"I ordered surrender," the Cyberman stated again, as if any other course of action made no sense to it and Sophie shook her head turning her gaze back to the burning city below, a gloved hand reaching out to touch the glass.

The Doctor turned to the Cyberman, glaring, "They're not taking instructions. Don't you understand?" he snapped at it, "You're on every street, you're in their homes, you've got their children! Of course they're gonna fight!"

 ***O*O*O***

"Which of you is least important?" the black Dalek asked as it turned back to the three humans in the room.

Rose frowned, eyeing it dubiously, "What's that supposed to mean?"

"Which of you is least important?" the black Dalek reiterated.

Rose swallowed and shook her head, "No, we don't work like that," she told it, "None of us."

"Designate the least important!" the black Dalek demanded.

"This is my responsibility," Rajesh murmured quietly as Rose shook her head again in response to the Dalek's commanded.

"No, don't!" Rose hissed urgently, holding him back as he moved to take a step past her and towards the Daleks.

Rajesh brushed off her hand, "I er," he started, stepping past Rose towards the Daleks, standing before them, "I represent the Torchwood Institute. Anything you need, you…" he swallowed taking off his glasses, "You come through me. Leave these two alone."

"You will kneel," the black Dalek ordered.

Rajesh eyed it, wary and confused, "What for?"

"Kneel!" it shouted and Rajesh slowly fell to his knees swallowing heavily as three of the four Daleks glided across the floor, around him, surrounding him, eyestalks directed at him, "The Daleks need information about current Earth history."

"Yeah well, I can give you a certain amount of intelligence," Rajesh informed them, "But nothing that will compromise Homeland Security…"

"Speech is not necessary," the black Dalek cut him off, "We will extract brainwaves," and three of the four Daleks advanced on Rajesh whose eyes widened with fear as their suckers extended, the rounded ends widening.

"Don't…" Rajesh pleaded as the suction cups started enveloping his head. Rose and Mickey staring anxiously, "I… I'll tell you everything you need. No! No!"

He let out an agonised scream as the Dalek's suckers completely enveloped his skull, starting to extract the information they needed and Mickey started forward, moving to stop them, but Rose held him back, before throwing her arms around him in a hug, a low sob escaping her as she screwed her eyes shut against the tears pricking the backs of her eyes, ears ringing with Rajesh's screams.

Whilst Mickey stared horrified and angry.

 ***O*O*O***

"Scans detect unknown technology active within sphere chamber," one of the Cybermen reported and the Doctor, Sophie, Jackie and Yvonne turned from what they could see of the chaos going on below to stare at the Cybermen with concern.

"Cybermen will investigate," the Cyber beside them ordered before pressing a comms device open, speaking into it, "Units 10 65 and 10 66 will investigate sphere chamber."

"We obey," came the tinny response from the addressed Cybermen on the factory floor, where they were rounding up the terrified scientists and the soldiers that were helpless to do anything, their weapons useless.

Sophie bit her lower lip anxiously and glanced at the Doctor to see him frowning in concern, before her gaze was drawn to Jackie as the woman shifted slightly, her eyes wide with fear, she reached over and took her hand and Jackie squeezed it holding on to Sophie's gloved hand like it was a life line, her frantic thoughts all for her daughter in that chamber with whatever had come out of the sphere!

Whilst Yvonne stood arms still crossed, her insides churning sickeningly as a sense of guilt crept in, the emotion clawing at her. Her face remained calm however, not willing to let on that she was anything other than calm and composed.

 ***O*O*O***

The Daleks retracted their suckers, letting Rajesh blackened and dried out corpse fall to the floor, "His mind spoke of a second species invading Earth infected by the superstition of ghosts," the black Dalek announced.

Rose released Mickey, turning back to the Daleks her eyes wide with horror and accusation, "You didn't need to kill him!"

"Neither did we need him alive," another of the Daleks responded and Rose looked away, eyes lowering to the floor staring sadly at all that was left of Rajesh.

"Dalek Thay," the black Dalek's eyestalk swivelled to look at the Dalek in question, "Investigate outside," it ordered.

"I obey," the Dalek called Thay agreed and started gliding from the door, Rose and Mickey following it with their eyes, watched as the door opened and Dalek Thay glided smoothly out of the door and into the corridor beyond.

 ***O*O*O***

"Units open visual link," the Cyberman commanded and the Doctor, Sophie, Jackie and Yvonne's eyes flicked to the laptop on Yvonne's desk as an image of a corridor that two Cybermen were marching down as they headed towards the sphere chamber, "Visual contact established," the Cyberman confirmed.

 ***O*O*O***

"Establish visual contact," the black Dalek commanded, "Lower communications barrier," and a large blue tinted projection appeared on the wall where the sphere had been, showing them Dalek Thay's view of the corridor it was gliding down, two Cybermen marching into view.

 ***O*O*O***

Sophie eyes widened with shock and no little horror as the unmistakable form of a Dalek glided to a stop across the corridor from the Cybermen, beside her the Doctor's arms slowly fell to his sides as he stared at the screen with horrified disbelief, "Identify yourselves," the Dalek ordered.

"You will identify first," the Cybermen ordered.

"But… they died," Sophie breathed, voice barely above a whisper, wide eyes glued to the Dalek on the laptop screen as beside her the Doctor stared with mounting horror as disbelief faded away and the horrible realisation of what they were witnessing sank in.

"State your identity," the Dalek commanded.

"You will identify first," the Cybermen demanded in response and Sophie blinked at the screen, unable to help but think that this could quite possibly take a while as the two sides squared off against each other.

" _Identify!_ " the Dalek demanded.

 ***O*O*O***

Mickey arched a brow as he stared up at the projection, "It's like Stephen Hawkins meets the Speaking Clock," he couldn't help but comment and beside him Rose rolled her eyes, her lips twitching just slightly, but otherwise made no response as she stared anxiously up at the projection on the wall.

"…Illogical," the Cybermen were saying as their attention focused completely back on the projection, "You will modify."

"Daleks do not take orders."

"You have identified as Daleks," the Cybermen replied, almost, almost managing to sound smug to Rose's ears.

"Outline resembles the inferior species known as 'Cybermen'," the black Dalek reported to Dalek Thay.

 ***O*O*O***

"Rose said about the Daleks," Jackie murmured quietly to Sophie and the Doctor, "She was terrified of them. What have they done to her Doctor?" she asked turning her eyes to him, scared of the answer, "Is she dead?"

"Phone," the Doctor hissed through gritted teeth suddenly turning to Sophie and Jackie, his brown eyes intense as he held out a hand.

"What did you…?!" Jackie began to ask with confusion whilst Sophie immediately began digging in her pocket for the small device.

"Here," Sophie whispered as she pressed her mobile discreetly into his hand, before he could respond to Jackie's confusion.

The Doctor swiftly pressed a couple of buttons, dialling Rose, holding it up to his ear, the device small enough to hide completely with his hand, as the Cybermen continued to speak to the Dalek on the laptop screen, "We followed in the wake of your sphere."

The three waited anxiously as it rang.

 ***O*O*O***

"Long range scans confirm the presence of crude cybernetic constructs on worldwide scale," the black Dalek announced as Rose felt her phone vibrate quietly in her pocket. She pulled it out glancing at it discreetly, and upon seeing Sophie's name lighting up her screen as the caller, jabbed the accept button, biting her lower lip as she glanced back at the Daleks in the room, a rush of relief filling her when none of them seemed to have noticed.

 ***O*O*O***

"She answered. She's alive," the Doctor murmured as the call connected and Sophie and Jackie let out small breathes of relief, but the Time Lord frowned with confusion, "Why haven't they killed her?"

"Well, don't complain!" Jackie huffed.

"He's not," Sophie muttered with a shake of her head, her brow scrunching as she stared at the Doctor, her phone still pressed to his ear.

"They must need her for something," he muttered, before falling silent as he heard a Dalek in the room with Rose speak.

"We must project the Genesis Ark."

"The Genesis Ark?" the Doctor murmured with confusion, glancing towards the Cybermen in the room and then to the laptop displaying the Dalek, pulling out his 3D glasses and slipping them on as the conversation between the Cybermen and the Dalek in the corridor continued.

"Our species our similar, though your design is inelegant."

"Daleks have no concept of elegance," the Dalek replied.

"This is obvious," the Cybermen retorted, "But consider, our technologies are compatible. Cybermen plus Daleks," Sophie's eyes started to widen with horror as she stared at the laptop, "Together, we could upgrade the universe."

"You propose an alliance?" the Dalek questioned.

"This correct," the Cybermen replied and the Doctor swallowed, eyeing the screen through his 3D glasses with trepidation even as his logic told him that it was something that a Dalek would never agree to.

"Request denied," the Dalek declared and Sophie let out a breath she hadn't even been aware that she'd been holding.

"Hostile elements will be deleted," the Cybermen stated as they held out an arm, weapons jutting out of the metal, and fired only for the energy beams to impact harmlessly on an invisible shield surrounding it.

"Exterminate!" the Dalek cried sucker quivering as it took aim and fired, exterminating first one and then the other with ease and the visual link on the laptop screen cut.

"Open visual link," the Cyberman standing closest to them demanded a fisted hand coming up to clamp briefly over its chest as it reopened a visual link this time into the sphere chamber, "Daleks, be warned. You have declared war upon the Cybermen."

 ***O*O*O***

The black Dalek glided closer to the projection screen as it eyed the Cyberman that was addressing them, "This is not war. This is pest control," it retorted.

"We have five million Cybermen," the Cyber announced, "How many are you?"

"Four," it replied and Rose and Mickey exchanged a brief glance, before refocusing on the projection screen.

"You would destroy the Cybermen with four Daleks?" the Cyberman questioned, sounding almost disbelieving.

"We would destroy the Cybermen with one Dalek," the black Dalek retorted, "You are superior in only one respect."

"What is that?"

"You are better at dying," the black Dalek stated, before shouting a command, "Raise communications barrier!" and the image on the projection screen cut and went to noiseless static.

"Wait!" another Dalek cried.

 ***O*O*O***

"Lost her," the Doctor muttered as he lowered the phone from his ear and handed it back to Sophie who slipped it back into her pocket, teeth worrying her lower lip, whilst Jackie took a shaky breath, hands clasped anxiously in front of her.

 ***O*O*O***

"Rewind image by nine rells," the Dalek ordered, and the image on the projection screen wound back and stopped at an image with the Doctor in the frame behind the Cyberman on the screen, "Identify grid seven gamma frame," the image zoomed in on the Doctor, "This male registers as enemy," the Dalek announced.

And Rose couldn't help it she as she beamed a wide grin full of relief as she stared up at the image of the Doctor with a hand to his ear evidently holding Sophie's phone.

The black Dalek swung around to face her, "The female's heartbeat has increased," it stated, its eyestalk focused on her.

"Yeah," Mickey muttered as he eyed Rose's lit up expression, "Tell me about it," he huffed just a bit unable to help but feel mildly hurt as much as he'd thought he'd put Rose behind him over the time he'd been fighting Cybermen in the universe he was now calling home, it still stung enough to make his heart hurt, just a bit. She hadn't looked half as excited to see him again.

"Identify him," the black Dalek demanded, it's laser arm twitching with agitation as the human female merely stared for a short moment.

"Alright then…" Rose murmured, a smirk curving up her lips, "If you really wanna know…" she flicked her gaze back up the projection screen, "That's the Doctor," she nodded at it and the Daleks reeled back sharply in response to the name, "Five million Cybermen, easy. One Doctor?" she stared at them, still smirking, "Now you're scared."

 ***O*O*O***

"Quarantine the sphere chamber," the Cyberman in charge ordered as it turned to the Cybermen standing in the rift chamber, "Start emergency upgrading. Begin with these personnel," and the Cybers shifted, turning in unison as they marched, splitting as three moved towards the remaining scientists that had huddled in a corner and four marched into Yvonne's office and Sophie let out a shaky breath, her eyes wide as they closed distance.

Yvonne was grabbed first and she immediately started struggling, "No!" she shouted as she was led away, "You can't do this!" she protested, continuing to struggle against the iron grip as it continued to march her out of the office, "We surrendered!" she cried with alarm, "We surrendered!"

Sophie winced as she was grabbed, her eyes wide with fear as she was led out of the office after Jackie, the Doctor being led along after her, her heart pounding against her ribcage as the terror that was clawing at her threatened to become panic.

"This one," the Cyberman suddenly said stopping the Cyberman that had a grip on the Doctor as it had been leading the Time Lord past, and the Doctor turned his head to look at it, "His increased adrenaline suggests that he has vital Dalek information."

"Doctor?!" Sophie called her voice pitched high with horror, staring over her shoulder at him with wide terrified eyes as she tried to drag her feet, struggling against the Cybers grip harder now as it kept walking, barely seeming to notice her increased resistance if it did at all.

The Doctor moved to lunge forward only for metal arms to hold him back, locking him in place, his eyes wide with horror as Sophie reached an arm out towards him, fingers straining to meet his own out stretched hand as she was pulled further and further away from him, his hearts pounding, blood rushing in his ears as he strained as Jackie screamed at him an arm outstretched towards him too, her terror written all over her face.

"Stop them!" Jackie screamed at him with terror as she struggled trying desperately to pull away, reaching out for him with desperation, "I don't wanna go! You promised me! You gave me your word!"

"Leave them alone!" the Doctor shouted at the Cybers struggling in vain to pull free as Jackie and Sophie were dragged closer and closer to the exit, "I demand you leave those two women alone! I won't help you if you hurt them!" he tried desperately, "Sparks! Jackie! Don't fight!" he shouted after them, "I'll think of something," he promised with desperation as Jackie was pulled through the door and out of sight. His gaze locking on Sophie, brown horrified eyes meeting terrified blue and he swallowed heavily as she was pulled through the door and out of sight, his struggles ceasing as he breathed harshly, "Sparks…" he whispered, his hearts sinking heavily in his chest, and his outstretched hand fell limply to his side, his mind racing as he tried to think of something anything that he could do to stop it.

 ***O*O*O***

The door to the sphere chamber opened and Dalek Thay glided in, the door sliding closed behind it, "Cyber threat irrelevant," Thay reported, "Concentrate on the Genesis Ark," and the black Dalek turned to the Dalek sized copper container, pressing its sucker to a side of the Ark.

"Why are we being kept alive?" Mickey murmured quietly, glancing at Rose questioningly.

Rose hesitated a moment, thinking as she eyed the Daleks and the Genesis Ark, "They might need me."

"What?" Mickey asked looking at her, "What is it?" he questioned, Rose didn't respond, just continued to stare, fear in her eyes.

 ***O*O*O***

The Cybermen marched Yvonne, Jackie and Sophie into the floor that was under renovation, pulling them through the plastic curtains after the personnel that had been dragged away ahead of them. The last scientist that had been dragged off ahead of them was led beyond the plastic curtains and out of sight and Sophie sucked in a shaky breath as the sound of some kind of circular saw whirring to life reached them along with a terrified scream as sparks flew from beyond the heavy plastic curtains.

"What happens in there?" Jackie asked, her eyes wide with terror as she stared at the curtains beyond, "What's 'upgrading' mean? What do they do?"

"I think…" Yvonne swallowed, stomach churning, face pale, and eyes wide with mounting terror as she stared at the curtains, "I think they remove the brain… sorry, um… I think they remove the brain and they put it in a suit of armour," her eyes went anxiously to the Cyberman that had a grip on her arm, "That's what these things are. They're us."

"Yeah…" Sophie gave a small nod, swallowing heavily past the painful lump in her throat as Jackie turned her wide terrified eyes to her, "That's exactly what they do."

Yvonne eyed her, taking in the expression on her face, "How can you look so calm?"

Sophie swallowed again, heart pounding, "Looks can be deceiving," she muttered, tearing her gaze from the curtain ahead of them to look at Yvonne, pinning her with her eyes that were wide with her very real terror, the only real visual indicator of her fear.

Yvonne swallowed heavily at that, their eyes meeting briefly in a moment of shared terror before the moment was broken, their heads snapped forwards again as an inflectionless voice spoke again, chilling them with its next word.

"Next," the Cyberman just ahead of them ordered and Yvonne was dragged forward, tears welling in her eyes.

"This is your fault!" Jackie shouted after her accusingly, "You and your Torchwood. You've killed us all!"

"Jackie," Sophie murmured quietly taking her hand, knowing that the accusations wouldn't help anything and the woman, Yvonne. She hadn't liked her, but she wouldn't wish this on anyone and the woman was scared enough as it was. Jackie's hand closed about her own tightly in response, squeezing the gloved appendage in fear as they watched Yvonne being dragged away, helpless to do anything else.

"I did my duty for Queen and Country," Yvonne shouted back, terrified tears spilling from her eyes as her voice wavered with the emotion. She wrenched her arm away from the Cyberman as she was brought in front of the 'upgrading' station, "I did my duty," she cried as she steeled herself, "I did my duty," she took a shaky breath, "Oh God," she started forward, trembling "I did my duty."

Sophie felt tears pool in her eyes as the circular saw started again, sparks flying and Jackie flinched terrified as Yvonne screamed.

"Oh bugger…" Sophie breathed, swallowing heavily as she blinked her tears back as she sucked in another shaky breath, her gloved hand tight around Jackie's, _'Just breathe… oh bugger… just breathe,'_ she attempted to keep herself calm as panic threatened all over again, her eyes darting around the corridor.

 ***O*O*O***

The Doctor sat in heavy silence on a windowsill in Yvonne's office, staring sightlessly out at the city below, his brow furrowed as he tried to think of something as he'd promised Jackie and his Sparks, her terrified hazel flecked blue eyes as she'd been dragged away for 'upgrading' haunting him. His heavy hearts aching painfully in his chest, clenching harshly, agonisingly with every beat they took as his mind raced. A million thoughts firing off at once, so many different scenarios that it was difficult to keep track of them all, a dozen more forming for each one he disregarded, though throughout it all, there was another thought that was plaguing him, burning him, paining him deeply, his hands fisting against the very idea of it.

The thought, the knowledge, that if he failed. Failed to save them. Failed to save his Sparks, that she'd never know. Never know how he felt about her. And all the reasons he'd told himself as to why he couldn't tell her, couldn't let her know how he felt, felt so completely and entirely irrelevant, because if he failed, she was lost to him anyway and far more devastatingly than if he'd had the decades he would have, could have had before time and age claimed her.

And he wanted those decades, wanted them so badly now that it hurt and he regretted, so deeply regretted…

"You are proof," a Cyberman state from behind him and the Doctor clenched his jaw, teeth gritting as he slowly turned his head to look at it, eyes flinty.

"Of what?" he asked tersely.

"That emotions destroy you," it stated.

"Yeah, I am," the Doctor agreed with a small somewhat sharp nod, hearts clenching painfully again, and then glanced to the side, his attention caught, "Mind you," he continued a bit lighter now, "I quite like hope. Hope's a good emotion. And here it comes."

The Cyberman turned following the Doctor's gaze a moment before a group of people wearing black, helmets on their heads and carrying guns appeared. One instantly shouting to the others and they took aim and fired at the Cybermen in the rift chamber, immediately destroying them. The Cyberman that had been in the office with the Doctor advanced on them and the Doctor rolled out of the way crouching in a corner as one of the figures turned weapon at the ready and fired blowing the Cyberman's head off in an instant.

The figured lowered his weapon, "Doctor, good to see you again," the male called, his voice muffled by his helmet.

The Doctor straightened up, peering through the smoke as the figure pulled off his helmet and his eyes widened in surprise and recognition, "Jake?!"

"The Cybermen came through from one world to another, and so did we," Jake said in explanation as the Doctor continued to stare at him, his shocked expression slowly shifting into one more concerned as he eyed the blond, mind racing.

 ***O*O*O***

"Next."

And Sophie started with horror as the Cyberman gripping Jackie started forward dragging the blond with it, "No!" she shouted as Jackie struggled, her own cries of protest on her lips, "You can't! You just… you can't!" Sophie exclaimed horrified, heart pounding against her ribcage with fear as the Cyberman holding easily kept its grip on her keeping her in place as she struggled.

"All personnel will be upgraded," the Cyberman responded.

"Jackie!" Sophie shouted.

"No!" Jackie continued to shout with terror, glancing terrified over her shoulder back at Sophie as she continued to try and pull away, "No!" and then suddenly the Cyberman stopped marching, stopped dragging Jackie, releasing her as it turned back to the one that was holding Sophie, "Cyber Leader One has been terminated."

Sophie blinked eyes meeting Jackie's as she too was suddenly released, the both of them apparently forgotten, "Explain," the Cyberman that had been holding her demanded, "Download shared files," it ordered and then she moved bells making only the faintest of sounds as she made a concentrated effort to be silent as together she and Jackie snuck away, reaching a door as one of the Cybermen behind them announced.

"I will be upgraded to Cyber Leader."

Sophie followed Jackie through the door, the pair of them stepping out into a back stairwell, the two of them sharing a relieved look as the door swung shut behind them, and then they were dashing down the stairwell together, moving as fast as they could away from the Cybermen and the threat of being 'upgraded'.

 ***O*O*O***

"Defend this room," Jake commanded as the Doctor slipped on his 3D glasses and stared at the group through them, "Chrissie, monitor communications. Kill one Cyber Leader and they just download into another. Move!" he ordered and the group burst into movement, leaving Jake alone with the Doctor.

"You can't just… just…" the Doctor pulled off the 3D glasses, "Just hop from one world to another. You can't," he exclaimed.

"We just did," Jake smirked, "With these," he pulled a large yellow centred medallion from out of a pocket and tossed it to the Doctor.

The Doctor frowned at the medallion, that was exactly like the one looped around Jake's neck, that was actually a large button, "But that's impossible," he protested, "You can't have this sort of technology."

"We've got our own version of Torchwood. They developed it," and the Doctor grimaced, he might have known, "Do you wanna come and see?"

The Doctor looked up from the medallion in his hands with alarm, "No!" he started to protest, but it was too late, Jake hit the button on his own medallion and in an instant, they vanished as abruptly as the group had appeared.

And then reappeared in the same room, but darker and the appearance of a recent struggle having taken place, wires and equipment strewn all over the floor.

"Parallel Earth, parallel Torchwood," Jake explained, "Except we found out what the Institute was doing and the People's Republic took control."

"I've gotta get back," the Doctor replied urgently, thoughts frantic, "Sparks uh, Sophie is in danger and so is Rose and her mother."

"That'd be Jackie," another voice chimed in and the Doctor turned to see Pete Tyler standing in the doorway with two others behind him, "My wife in a parallel universe. And as for you, Doctor, at least this time I know who you are."

"Right, yes, fine, hooray," the Doctor rattled off impatiently, hearts hammering as he ran over to Pete, "But I've gotta get back. Right now."

"No," Pete replied calmly, meeting the Doctor's eyes as they began to narrow, darkening with each word out of his mouth, "You're not in charge here. This is our world, not yours. And you're gonna listen for once."

The Doctor gritted his teeth together as he stared, glowered, at Pete Tyler, who continued to meet his gaze calmly, "Be quick," he bit out sharply from between his clenched teeth.

 ***O*O*O***

"Oh, it just had to be a great big bleedin' tower!" Jackie griped as they rounded another bend in the staircase, pausing by it to look down at the seemingly never-ending flights of stairs that they were descending down.

Sophie who'd already gotten halfway down the next flight, ran back up to Jackie, "We can't stop now," she urged her on, taking her hand as she started back down the next flight.

"I hate running down stairs," Jackie panted, but made no attempt to stop again as she followed the petite brunette down the stairs at a quick clip.

"Think of it this way," Sophie called back over her shoulder, not pausing, "We could be running up instead of down."

And Jackie groaned at the very thought, it was hard enough running down all these flights of stairs, she doubted she'd survive having to run up the bleedin' things!

 ***O*O*O***

Mickey shifted slightly glancing away from the Daleks that were surrounding the Ark completely focused on it from what he could tell and reached into his pocket to pull out his large yellow button, as he turned to Rose, "I could transport us out of here," he told her as he showed it to her, "But it only carries one and I'm not leaving you."

Rose looked up from the button, to look at his face, "You'd follow me anywhere," she murmured lightly smiling slightly, "What did I do to you all those years ago?"

Mickey shrugged, "Guess I'm just stupid."

Rose shook her head, and took his hand squeezing it, "You're the bravest man I've ever met," she told him seriously.

Mickey eyed her a bit sceptically, "What about the Doctor?"

Rose blinked, "Oh, alright," she shrugged giving him a smile, "Bravest human man I've ever met," she corrected herself.

They shared a smile, before Mickey sighed lowly, "Well, I can't think what the Daleks need with me. I'm nothing to them."

"You could be…" Rose frowned, thinking as she looked past Mickey to the Daleks and the Ark, "Whatever's inside that Ark is waking up and I've seen this happen before," and she shivered a little at the memory of meeting that Dalek, chained and in agony in a cell, placing her hand on it, having to run from it as it massacred its way through the lower floors of the museum, Sophie getting trapped alone with it, certain the brunette would die, she swallowed and carried on, "The first time I saw a Dalek," she began to explain, "It was broken. It was dying. But I touched it. The moment I did that… I brought it back to life," she continued, keeping her voice low, "As the Doctor said… when you travel in time in the Tardis, you soak up all this… um…" she hesitated, trying to recall exactly what he'd said, "Background radiation. It's harmless, it's just there. But in the Time War, the Daleks evolved so they could use it as a power supply."

"I love it when you talk technical," Mickey quipped as he stared at her.

"Shut up," Rose rolled her eyes, smirking for a brief moment before sobering again, "If the Daleks have got something inside that thing, and it needs waking up…"

"They need you," Mickey nodded.

"You've travelled in time," Rose reminded him, "Either one of us would do."

Mickey frowned, "But why would they build something they can't open themselves?" he queried confused.

"The technology is stolen," the black Dalek interjected, having heard the question, "The Ark is not of Dalek design."

"Then who built it?" Rose frowned at it.

"The Time Lords," the black Dalek continued as it and the three others glided, almost shuffled around the Ark, "This is all that survives of their Home World."

"What's inside?" Rose pressed.

"The future," it replied simply and Rose and Mickey eyed the Ark with growing fear and apprehension.

 ***O*O*O***

"When you left this world," Pete continued as the Doctor stood pressed up against the expanse of white wall, ear pressed to it firmly, squinting heavily as he tried to get something, anything from his world that'd give him an idea of what was going on, "You warned us there'd be more Cybermen. So, we sealed them inside the factories."

"Except people argued," Jake chimed in as the Doctor slowly pulled away from the wall, arms folding across his chest as he leaned against it instead, staring at him heavily, "Said they were living. We should help them," he muttered.

"And the debate went on," Pete took up the explanation again and the Doctor turned his head to look at him, frowning, "But all that time, the Cybermen made plans. Infiltrated this version of Torchwood, mapped themselves onto your world, and then vanished."

"When was this?" the Doctor asked as he stepped away from the wall entirely and started towards a window, his clenched hands stuffed into the pockets of his suit pants.

"Three years ago," Pete replied falling into step with him, Jake trailing a couple of steps behind them, his gun cradled in his arms.

"It's taken them three years to cross the Void," the Doctor muttered, "But we can pop to and fro in a second. Must be the sheer mass of five million Cybermen crossing all at once," he hypothesised, his frown darkening with the implications of everything that he was being told, frustration and anxiety for his companions and Jackie Tyler brewing, bubbling, beneath the surface.

"Yeah," Pete eyed him as they walked across the chamber, "Mickey said you'd rattle off that sort of stuff."

"Oh," the Doctor glanced around, actually hopeful that he'd see the boy. If anyone would understand his need to get back to Sophie, to Rose, it'd be him, "Where is Mickey-boy?" he asked not seeing him.

"He went ahead first," Pete replied with a shrug, "Any chance to go and find Miss Rose Tyler," he murmured nonchalantly.

The Doctor eyed him at his tone, brow quirking upwards slightly, "She's your daughter. You do know that? Did Mickey explain?"

"She's not mine," Pete denied as they came to a stop by the window, "She's the child of a dead man," he turned his gaze to the view offered by the window, "Look at it," he urged and the Doctor glanced down at the city below, "A world of peace. They're calling this 'The Golden Age'."

The Doctor grimaced a bit at that particular title, "Who's President now?"

"A woman called Harriet Jones," Pete replied.

"Oof," the Doctor exhaled, frowning darkly once more, "I'd keep an eye on her."

"But it's a lie," Pete continued like he hadn't spoken, "Temperatures have risen by two degrees in the past six months. The ice caps are melting. They're saying this is all going to be flooded," he turned his gaze back to the Doctor, "That's not just global warming, is it?"

"No," the Doctor muttered, eyeing the streets below.

"It's the breach," Pete muttered back with understanding, frowning down at the streets himself, concerned.

"I've been trying to tell you," the Doctor exclaimed, irked, patience with the conversation wearing thin, "Travel between parallel worlds is impossible! Then the Daleks break down the walls with the sphere…"

"Daleks?' Pete interrupted.

The Doctor shot him a dark look but carried on like he hadn't spoken, "Then the Cybermen travelled across, then you lot. Those discs," he gestured to the yellow button around Pete's neck, "Every time you jump from one reality to another, you rip a hole in the universe," he turned from the window starting away, "This planet is starting to boil," he shouted and spun back pointing a finger out the window to the world beyond it, "Keep going and both worlds will fall into the Void!"

"But you can stop it," Pete called after the retreating Doctor and the Time Lord paused, shoulders stiff, "The famous Doctor…? You can seal the breach?"

The Doctor swung back staring at Pete darkly, "Leaving five million Cybermen stranded on my Earth."

"That's your problem," Pete replied flatly, eyeing the Doctor, "I'm protecting this world, and this world only."

The Doctor gave a sarcastic laugh, trying hard to remain calm as time continued ticking and he remained here, whilst Sophie was over there, in danger, in so much danger, "Hmm… Pete Tyler…" he strolled back towards him, "I knew you when you were dead," and Pete stared at him, brows raised, "Now here you are, fighting the fight… alone," he mused, his expression turned from sarcastic to serious again as he eyed Pete, "There is a chance…" he began again, "Back on my world… Jackie Tyler might still be alive."

By everything he held dear he hoped she was still alive, that Sophie was still alive, that they hadn't been… hadn't been. He gritted his teeth steering away from the thought as Pete replied.

"My wife died."

"Her husband died," the Doctor rebutted, and shrugged, "Good match."

Pete shook his head, "There's more important things at stake," and the Time Lord nodded, there was, definitely more important things, things that he needed to get back to, "Doctor," Pete pleaded now, "Help us."

"What?" the Doctor muttered refocusing on Pete, backing away from the man again now, eyeing him with scepticism, "Close the breach? Stop the Cybermen? Defeat the Daleks?" it all sounded impossible and his Sparks she was caught somewhere in the middle, as was Rose as was her mother. He swallowed heavily, "Do you believe I can do that?"

"Yes," Pete stated confidently, staring unwaveringly at the Time Lord, completely serious in his response.

"Maybe that's all I need," the Doctor mused and then he grinned, "Off we go, then!" and positively beamed as Pete reached for the button hanging from his neck.

 ***O*O*O***

"Ooh," Jackie panted coming to a stop and leaning heavily against a wall as she tried to regain her breath, "I need a minute."

"I s'pose we can take a minute," Sophie agreed, glancing about the stairwell, up and down, taking note of a sign on the wall reading 'N6', "Can't wait too long though. Staying in one place is how you get caught," she murmured and the last thing either of them wanted was to get caught by Cybermen again.

Jackie eyed her, her breathes starting to even out, even as her stitch in her side continued to twinge rather painfully, "How'd you know something like that?"

Sophie blinked and glanced at her, before she shrugged, "Kids can be cruel," she responded vaguely, before glancing up and down the stairwell again, looking for any sign that they'd been found.

"Right little terrors," Jackie agreed drawing Sophie's gaze back to her, "Rose has got this one cousin. My nephew, every time he doesn't get his way throws the biggest tantrum. Broke a vase of mine once when I said he couldn't have ice cream before tea."

"Sounds like a character," Sophie murmured with a bit of a smile, before she glanced about the stairwell again, ears straining for the stomp of heavy metal feet.

"Oh, alright," Jackie sighed stepped away from the wall, "Let's go," she huffed, starting to feel rather nervous herself about standing still.

 ***O*O*O***

The moment the Doctor, Pete and Jake appeared back in Yvonne brightly lit office, the Time Lord was moving stuffing the big yellow button into his jacket pocket, "First of all," he turned moving swiftly for the phone on Yvonne's desk, hearts hammering in his chest, "I need to make a phone call. You don't mind?" he called over his shoulder, not bothering to wait for an answer as he picked up the phone.

Pete turned to two of his own people that were standing in the office, "You two, guard to door," he ordered, watching as the Doctor hurriedly jabbed at the number keys on the phones cradle, his foot tapping impatiently as he listened to it ring.

"Come on, Sparks. Pick up. Pick up…"

 ***O*O*O***

Sophie rounded another corner of the staircase, Jackie a step behind her, when she heard her phone ringing. She dug it out of her pocket, struggling a moment to yank it out of the depths of the bigger on the inside pocket she'd stuffed it into earlier. She frowned briefly at the unfamiliar number she could see lighting up the screen, before jabbing her finger at the holographic accept button and bringing it to her ear, "Doctor?" she questioned, biting her lower lip hopefully as she and Jackie continued to hurry down the stairs.

"Sparks, you're alive!" came the Time Lord's relieved response, before he hurriedly carried on, "Is Jackie with you?"

"Yeah," Sophie nodded, smiling relieved to hear from him, glancing over at Jackie, giving the older woman a nod of confirmation as she stared at her hopefully, "She's with me."

"Oh, my God, it's him! Tell him to help us!" she exclaimed loudly towards the phone, her voice rising a bit hysterically.

"Sparks, listen…" the Doctor tried, ignoring the screech he'd heard from Jackie.

"They tried to download us, but we ran away!" Jackie continued, frantically as they two of them continued on down the stairs.

"Jackie, not helping," Sophie scolded lightly, glancing over at the older woman, who went silent with an effort.

"Sparks, where are the two of you?"

"On a never ending bleedin' staircase," Sophie huffed through the phone peering down at all the levels still below them.

"Helpful, Sparks," the Doctor replied dryly, "Which one? Is there any… any sort of sign?" he prompted urgently, "Anything to identify it?"

"Identifying… identifying…" Sophie muttered glancing around as they turned a corner and hurried down another flight.

"There's a fire extinguisher!" Jackie called.

"Yeah, that helps," the Doctor muttered, having heard her.

"Leave her alone," Sophie scolded, "We almost got sliced, diced and stuffed into a metal suit. It frazzles the nerves, ya know!" she huffed and on the other side of the line the Doctor winced, "Oh, hold on, there's a sign, says 'N3'."

"North corner, staircase three," the Doctor nodded and then sighed out a low breath, wishing that he could just run to her now that he knew exactly where she was, "Just keep low, Sparks, we're trying our best. Just gotta pull Rose out of the Daleks den and I'll be coming for you," he assured, hand clenching around the phone, "Ok?"

"Ok," Sophie agreed.

"I've gotta go," the Doctor told her with heavy reluctance, even as urgency to get moving clawed at him.

Sophie nodded, swallowing glancing up and down the staircase again, "Ok, go save Rose."

"I'll see you really soon," the Doctor promised.

Sophie's lips quirked up as Jackie's eyes started to widen in fearful alarm, "I know," she murmured and started lowering the phone from her ear. Her eyes going to Jackie who'd clasped her hands together fearfully, "We're gonna be ok, Jackie," Jackie shook her head and Sophie slipped her phone back into her pocket and took Jackie's hands firmly in her own, "We're gonna be ok, and Rose is gonna be ok. We just gotta keep low for a while longer."

Jackie nodded and the two of them started off down the stairs again, Sophie's hands going to her ears removing the softly chiming bells. It wouldn't do to give themselves away because the bells went off at an inopportune moment.

 ***O*O*O***

The Doctor placed the phone back down in its cradle with a low sigh, before he turned back to Pete Tyler, eyeing him, "Jacqueline Andrea Suzette Tyler."

"She's not my wife," Pete repeated insistently.

"I was at the wedding," the Doctor replied and pointed an accusing finger at Pete, "You got her name wrong," and Pete swallowed, his eyes widening minutely in shock as the Doctor rushed past him and over to Jake, taking the gun from him, "Now then, Jake-y boy," he started, speaking quickly with rising urgency as he looked the large weapon over, "If I can open up the bonding chamber on this thing, it could work on polycarbide."

"What's polycarbide?" Jake asked, frowning with confusion.

"Skin of a Dalek," the Doctor replied, his brow furrowed in concentration as he got to work, fingers moving swiftly over the weapon.

 ***O*O*O***

Three Cybermen marched, heavy feet stomping along a corridor, not pausing in their stride as a white sheet of A4 attached to a metal office pointer suddenly protruded from around a corner, the Doctor waving it, before he risked popping his head out a moment later, "Sorry," he called to the Cybermen, "No white flag," he stepped out, "I only had a sheet of A4. Same difference," he shrugged as the Cybermen raised their right arms, weapons jutting out, aimed at him.

"Do you surrender?" the Cybermen in the lead of the trio asked, all three prepared to shoot if he answered in the negative.

"I surrender," the Doctor called as he marched towards them as they slowly lowered their arms, weapons receding back into the metal, his A4 flag propped against his shoulder, "Unto you," he added, nose to nose with the Cybermen marching in front of the other two, "A very good idea," he grinned.

 ***O*O*O***

Rose and Mickey watched anxiously as the Daleks backed away from the Genesis Ark, "Final stage of awakening," one of them announced.

The black Dalek turned to Rose, "Your handprint will open the Ark," it ordered.

"Well tough," Rose swallowed, eyeing the black Dalek uneasily, "'Cos I'm not doing it," she stated as firmly as she could manage.

"Obey," the black Dalek demanded, "Or the male will die," it stated swivelling its laser arm, aiming it at Mickey, preparing to exterminate if the female didn't obey.

Rose immediately started forward, moving quickly towards the Ark, "I can't let them."

"Rose, don't," Mickey shouted, moving to start forward after her only for another of the Daleks turned to him, eyestalk trained, sucker quivering and weapon poised ready to fire.

"Place your hand upon the casket," the black Dalek demanded again as Rose came to a stop in front of the Ark.

"Alright!" Rose shouted, teeth gritting as she turned to the Ark, eyes anxious, "You're gonna kill us all anyway, so what the hell," she moved to raise a hand before she swung back around to face to Dalek, frowning, shifting to stand right in front of it, staring at it with more confidence than she felt, "If you, um… escaped the Time War…" she began trying to play for more time, "Don't you want to know what happened?"

"Place your hand," the black Dalek demanded.

"What happened to the Emperor…" Rose persisted and the black Dalek seemed to pause as it eyed her.

"The Emperor survived?" it questioned.

"'Til he met me…" Rose smirked, "'Cos if these are gonna be my last words, then you're gonna listen," she eyed the black Dalek, staring it right in its eyestalk, "I met the Emperor. And I took the Time Vortex and I pulled it into his head and turned him into dust. Do you get that? The God of all Daleks, and I destroyed him," she smiled gloatingly, before she let out a laugh, a strange sort of courage gripping her, a determination that if she was going to die, she wouldn't do what they wanted to first, she wouldn't be responsible for opening the Ark and releasing whatever was inside it.

"You will be exterminated!" the black Dalek shouted furiously, it's weapon swivelling to aim at her, powering up and Rose braced herself, determined not to flinch, even as her courage started to flee and fear clawed at her as she waited for the death beam that would be fired at her at any second.

"Oh now, hold on, wait a minute," the familiar voice of the Time Lord came from behind them and Rose and Mickey turned to the door with wide beaming grins of relief at seeing the Doctor in the now open doorway, 3D glasses on and hands in his suit pants pockets as he strolled forward almost casually.

"Alert, alert, you are the Doctor," the black Dalek cried as Dalek Thay scanned him.

"Sensors report he is unarmed."

"That's me," the Doctor replied lightly as he flicked his eyes over them through the 3D lenses, "Always."

"Then you are powerless," the black Dalek stated.

"Not me," the Doctor replied taking off the 3D glasses with a flourish, "Never," he turned to Rose, who was still beaming at him with delighted relief, "How are you?"

"Oh, same old, you know," she replied lightly.

"Good," the Doctor nodded and turned to Mickey, "And Mickity-McMickey!" and the two bumped fists, "Nice to see ya!"

"And you, boss!" Mickey grinned.

"Social interaction will cease!" one of the Daleks shouted.

"How did you survive the Time War?" the black Dalek demanded shifting, turning towards the Time Lord.

"By fighting. On the front line," the Doctor replied and Mickey turned to him, his eyes widening slightly in surprise, "I was there at the fall of Arcadia," the Doctor continued, "Someday I might even come to terms with that. But you lot, ran away!"

"We had to survive," the black Dalek replied.

"The last four Daleks in existence," the Doctor mused, eyeing the four Daleks, "So, what's so special about you?"

"Doctor, they've got names," Rose murmured lowly, "I mean, Daleks don't have names, do they? One of them said they…"

"I am Dalek Thay," the Dalek who'd gone out to investigate the corridor and confronted the two Cybermen, killing them, interrupted.

"Dalek Sek," the black Dalek stated.

"Dalek Jast."

"Dalek Caan."

"So that's it!" the Doctor exclaimed with a smile, "At last… the Cult of Skaro," his smile fell, "I thought you were just a legend.

"Who are they?" Rose asked.

"A secret order," the Doctor replied strolling around the Daleks, "Above and beyond the Emperor himself. Their job was to imagine, think as the enemy thinks. Even dared to have names," he eyed them distastefully, "All to find new ways of killing."

"But that thing," Mickey gestured to the Ark, "They said it was yours. I mean, Time Lords," he corrected, "They built it. What does it do?"

"I don't know," the Doctor replied, glancing at the Ark, "Never seen it before," he admitted with a shrug.

"But it's…" Rose frowned, "Time Lord."

"Both sides had secrets," the Doctor murmured in response, before he turned his gaze back to the Daleks, "What is it?" he demanded, "What have you done?"

"Time Lord science will restore Dalek supremacy," Dalek Sek declared.

The Doctor frowned, "What does that mean? What sort of Time Lord science? What do you mean?" he demanded again.

"They said one touch from a time traveller will wake it up," Rose informed him.

"Technology using the one thing a Dalek can't do," the Doctor murmured with realisation, "Touch," he leaned in a bit staring directly into the Dalek's eyestalk, "Sealed inside your casing. Not feeling anything… ever… from birth to death, locked inside a cold metal cage," his voice dropped to a whisper, "Completely alone. And that explains your voice. No wonder you scream."

"The Doctor will open the Ark!" Dalek Sek demanded.

The Doctor laughed, the sound contemptuous in his incredulity, "The Doctor will not," he replied, stepping away from Dalek Sek.

"You have no way of resisting," Dalek Sek stated.

"Well… you got me there," the Doctor admitted, turning back to look at him, "Although…" he reached into his inner jacket pocket, "There is always this," he pulled out his sonic screwdriver, holding it aloft for the Daleks to see.

"A sonic probe?"

"That's _screwdriver_ ," the Doctor corrected with emphasis.

"It's harmless," Dalek Sek dismissed.

"Oh, yes," the Doctor agreed, "Harmless is just the word. That's why I like it. Doesn't kill, doesn't wound doesn't maim. But I'll tell you what it does do," he raised the sonic, pointing it up into the air, "It's very good at opening doors," and the sonic whirred lowly, blue tip flashing as he pressed a button, and in the next moment the doors exploded inwards. Jake, his men, and the Cybermen leaping through it, opening fire on the Daleks. The Doctor, Rose, and Mickey diving for the ground to avoid getting hit in the crossfire.

"Delete! Delete! Delete!"

"Alert!" Dalek Caan shouted, "Casing impaired. Casing impaired!"

"Rose, get out!" the Doctor shouted as he got to his feet, and Rose ran for the door only to stumble, falling heavily back to the ground.

"Fire power insufficient!" Dalek Sek shouted, "Fire power insufficient!"

Rose felt strong hands on her and looked up, her eyes widened in shock and no little surprise at seeing her dad.

"Come on!" Pete urged as he helped her up, hurrying them towards the door as Mickey made a dive for his gun.

"Daleks will be deleted," the Cybermen announced as Mickey turned, his gun in his hands and started firing, "Delete! Delete!"

The Doctor made it over to Pete and Rose where the two were standing in the doorway, out of harms way, "Mickey, come on!" Rose shouted with alarm as she watched him, in the middle of all the chaos.

"Adapt to weaponry," Dalek Thay shouted.

"Fire power restored!' Dalek Sek reported, before shooting a blast at a Cyberman, immediately destroying it.

Jake managed to reach the door, but Mickey got jostled and lost his footing and accidentally pressed a hand to Ark as he fell back. He pulled it away, a red hot handprint left briefly on the surface, he dashed for the door.

"Cybermen primary target," Dalek Sek announced as Mickey looked down at the palm of his hand, wincing in pain, as the rest of Jake's men slipped through the door, before it closed, the Doctor sealing it shut, Cybermen and Daleks still inside.

The Doctor turned from the door, "Jake, check the stairwell," he demanded before he turned, "The rest of you, come on!" he demanded and started racing down the corridor, racing towards where he could feel Sophie's consciousness, the petite brunette close enough now for him to sense.

"What about Sophie and my mum?!" Rose demanded as she ran after him, concerned that she had yet to see either of them.

"We're going to get them now," the Doctor called back, not slowing as he heard the sound of everyone else following him along the corridor, his hearts pounding, he needed to get to Sophie, needed to see for himself that she was still ok.

 ***O*O*O***

Steam poured from the Genesis Ark as the Daleks fired at the last two Cybermen, their heavy metal frames crashing to the floor, "Cybermen have been exterminated," Dalek Sek reported, "Daleks are supreme."

"Genesis Ark is primed," Dalek Jast announced.

"The Ark needs area of thirteen square miles. Move!" Dalek Sek ordered.

The Ark rose slightly, hovering above the floor, gliding smoothly across it, "Genesis Ark mobile!" Dalek Jast reported.

 ***O*O*O***

"I just fell," Mickey continued his explanation of what had happened with the Ark as he, the Doctor, Rose and Pete ran swiftly down a corridor, "I didn't mean it!"

"Mickey," the Doctor turned to him, running sideways, "Without us, they'd have opened it by force. To do that, they'd have blown up the sun. You've done us a favour!" he assured, and before kissing the top of Mickey's forehead, "Now, run!" he urged, turning to face the corridor, picking up speed again.

 ***O*O*O***

Sophie and Jackie hurried down another flight of stairs, they rounded a bend starting down the next flight and jerked to an abrupt halt their eyes widening fearfully at seeing Cybermen coming up the stairs towards them, they spun and hurried back up the stairs.

"This way!" Sophie whispered as they came upon a door and they dashed through it and out into a stretch of corridor.

"Oh, god!" Jackie gasped, "Do you think they saw us?! Do you think they saw us?!" she asked hysterically.

"Dunno," Sophie replied helplessly and grabbed Jackie's hand in hers as they dashed along the corridor, keeping her moving, "We should keep moving, or maybe find a room to lay low in for a bit, see if they come past..." she cut off abruptly, inhaling sharply as they came face to face with two Cybermen that had stepped out into the corridor in front of them.

"You both will be upgraded," one of the Cybermen stated flatly.

"Much rather not," Sophie muttered heavily, heart pounding at the same time as Jackie cried fearfully, hand tight around Sophie's.

"No, but you can't," she cringed back, "Please…!" she whimpered, a moment before the Cybermen were shot from behind, the metal bodies seizing much to Sophie's and Jackie's surprise, before they fell to the ground, dead.

The two women looked down the corridor peering past the smoke, Jackie's eyes widening further as surprise and relief shifted sharply into shock. Her hand dropping Sophie's as she gaped. The petite brunette however, although surprised at the sight of Pete standing there, large gun still smoking, looked past him and grinned at the people standing a bit behind him and she dashed forward just as Jackie gasped.

"Pete!"

Sophie ran past Pete Tyler and in the next instant found herself snatched up into the arms of a relieved Time Lord, who hugged her tightly, Sophie's arms wrapping around his shoulders as he lifted her feet off the ground swishing her from side to side, in overwhelming relief and joy as he beamed a wide grin.

"Hello, Jacks," Pete replied staring at the parallel version of his own Jackie Tyler as she stared back at him all wide eyed.

"I said there were ghosts," Jackie groused, as the Doctor slowly, reluctantly set Sophie back down on to her feet, those three little one syllable words simmering inside him, begging to be said, to slip from between his lips, but, honestly and regretfully, now wasn't the right time, "But that's not fair," Jackie continued, drawing the Time Lord's attention back to Jackie and Pete as Sophie shifted, giving Rose a hug, both relieved to see the other, "Why him?"

Pete blinked, "I'm not a ghost," he replied as Sophie and Rose pulled away their attention focusing on the blonde's parents.

"But you're dead," Jackie protested as she drank in the sight of Pete Tyler after so many years without him, "You died twenty years ago, Pete."

"It's Pete from a difference universe," the Doctor took a step forward as he began attempting an explanation, "There are parallel worlds, Jackie. Every single decision we make creates a parallel existence, a different dimension where…"

"Oh, you can shut up," Jackie waved him off and the Doctor stepped back into his spot between Mickey and Sophie. His hand took hers, fingers interlacing, thumb stroking over the back of her gloved hand and she glanced at him briefly, before looking back to Pete and Jackie, "Oh…" Jackie breathed, "You look old."

"You don't," Pete murmured, lips curving up into a small smile.

Jackie gazed at him, still not entirely sure that she could truly believe her eyes, "How can you be standing there?"

"I just got lucky…" Pete murmured and then shrugged, "Lived my life. You were left on your own," he continued, slightly awkward, "You didn't marry again, or…"

"There was never anyone else," Jackie cut him off, effecting a shrug of her own as the Doctor and Mickey smirked, "Twenty years, though," she murmured, "Look at me, I never left that flat. Did nothing with myself."

"You brought her up. Rose Tyler," Rose took a shaky breath, as she watched her parents, just hoping, as Sophie, the Doctor and Mickey smiled, "That's not bad."

"Yeah," Jackie whispered.

"In my world," Pete continued, "It worked. All those daft little plans of mine, they worked. Made me rich."

"I don't care about that," Jackie replied, and then paused, "How rich?"

Pete smiled, "Very."

"I don't care about that," Jackie waved off and then paused again, unable to help herself, "How very?"

Pete laughed and Rose rolled her eyes at her mum, whilst the Doctor smiled fondly and Sophie's teeth sank into her lower lip as her own lips curved up.

Pete sobered, staring at Jackie sadly, heart aching, "Thing is though, Jacks, you're… you're not my wife. I'm sorry, but you're not. I mean, we both…" Pete trailed as Jackie nodded sadly in pained understanding, "You know, it's just sort of…" Pete continued struggling as he stared at the woman he loved, "Oh," he gave in starting forward, putting his gun down, "Come here!" and the two ran to meet each other, Jackie starting to cry as Pete Tyler swept her off her feet and into a huge warm tight hug.

Rose clasped her hands together, truly delighted as she gazed at her parents warmly and leaned against her head against Sophie's shoulder, happy tears misting her eyes at the moment that she'd hoped for, but never thought possible.

Sophie slowly pulled her gaze away from the happy sight to look at Mickey, smiling as she gave him a nod, happy to see him even as she eyed him with curiosity, "Um… not that I'm not happy to see you Mickey, cos I am… but," she glanced back at Pete… parallel Pete and then back to Mickey, "How are you here?"

"Simply put…" the Doctor began, frowning darkly at the thought of the large yellow medallions, "Magic button."

Sophie blinked, eyes widening in surprise and alarm, "There's a button for world hopping?"

"No," the Doctor grumbled lowly, still frowning.

Mickey smirked, "Maybe not in this world, but in ours," he gestured to himself and Pete and pulled his big yellow button out of his pocket holding it up for Sophie to see, "We can hop back and forth in a second."

"Tearing more holes in reality every time you do," the Doctor murmured, glowering at the thing darkly and the smile slid from Mickey's face… he hadn't known that.

"Seems like I missed a lot," Sophie murmured disquietedly as Mickey slid the button back into his pocket.

"You have no idea," Rose muttered turning to her, "A gun battle, exploding doors, Daleks with names…"

"Wait, Daleks… with names?" Sophie questioned, frowning as far as she knew, Daleks didn't have names.

"Yep," Rose confirmed, "Cult of Sakro…"

"Cult of Skaro," the Doctor corrected, glancing at his companions, "We can get you all caught up on the go, Sparks, but we really do have to keep moving. That sealed door won't have held them for long," he muttered as Jackie and Pete started making their way over to them, hands clasped together like they weren't willing to let go of each other completely just yet.

 ***O*O*O***

The four Daleks glided through the doors and out into the factory floor, meeting rows upon rows of Cybermen, "Exterminate!" Dalek Sek ordered.

"Delete!" the Cybermen ordered right arms extending weapons jutting out, "Delete!" they opened fire, energy rays connecting harmless with the Daleks armour.

"Exterminate!" the Daleks shouted back as they returned fire, their exterminator beams killing the Cybermen they connected with instantly.

"Delete!" the Cybermen fired back at the Daleks, their energy rays connecting harmlessly with the armour again, not even leaving a scratch or a dent.

"Everyone get down!" a solider yelled as the remaining Torchwood soldiers scrambled to take cover, before opening fire themselves in an attempt to take out both the invading Cybermen and the Daleks.

"Exterminate! Exterminate!" the Daleks called the order, exterminator beams flying through the air as they glided forward escorting the Genesis Ark, protecting it.

"Delete!"

"Get down!" a solider shouted again as deadly rays and beams continued to fly around them, "Get down!"

"Emergency," the new Cyber Leader called, "All units will converge on the Torchwood Tower." It ordered and out in the London streets Cybermen stepped out of homes, frightened families cautiously peering through windows and doors as they began to march away, as the call went out again, "Repeat, all Cybermen to Torchwood."

 ***O*O*O***

The Doctor carefully opened one of the double doors to the battle raging between the Cybermen and Daleks, carefully peeking out, waiting for the right moment, seeing it he darted through the door dashing towards a crate. Sophie and Rose peered through the doors after him, holding the handles of a door each as they watched anxiously as he kept low to the ground as he dashed as quickly as he could towards a crate. The pair wincing as deadly beams cut through the air rather close to him, the Time Lord managing to dodge them as he made it over to the crate.

Pete behind them peering out at the chaos, whilst behind them Jackie leaned against the wall in the corridor, staring towards the doors, seeing brief flashes of light as beams were traded back and forth and the sound of guns tore through the air.

The Doctor reached into the crate pulling out a couple of magnaclamps, before he started darting back towards the doors, using the magnaclamps to deflect the rays that were streaking through the air towards him.

"Oh, that crazy alien," Sophie quietly bemoaned, her heart pounding with concern for the Time Lord as she watched him deflect another he hadn't been able to dodge with the clamps in hand, a moment before he tripped over the fallen metal body of a Cyberman, "Oh no…" she breathed, her eyes widened, "Come on…!" she urged, gloved fingers tightening around the door handle she was holding.

"Come on, please," Rose whispered, and the two watched as he picked himself up off the floor and darted for the doors again. Sophie, Rose and Pete shifting, opening the doors a bit wider so that he could easily bolt through them, before the two women closed the doors behind him as one of the soldiers shouted to his comrades.

"Cover me!"

The Doctor set the clamps down whipping out his 3D glasses again as he turned back to the door creaking it open again peering out into the chaos, Sophie, Rose and Pete peering out behind him as Dalek Sek yelled.

"Override roof mechanism," and the three looked up towards the roof of the factory to see the shutters starting to open, "El-ev-ate!"

Sophie frowned, looking from the opening roof to the four Daleks surrounding the glowing Ark as it started to elevate, hovering over the ground.

"What are they doing?" Rose asked as she eyed the Ark and the Daleks with worry as they began to rise themselves

"Going outside," Sophie replied, not looking away from the Daleks as they followed the Ark up into the air, heading for the open sky above them.

"Yeah," Rose agreed, "But, why do they need to get outside?" and Sophie shook her head, eyeing the ark as it rose up past the shutters.

"Time Lord science…" the Doctor murmured, baffled, "What Time Lord science?" he questioned pulling off his 3D glasses as he peered after the Ark, "What is it?!" he muttered as Dalek Sek followed the Ark past the shutters.

The Doctor shut the doors and turned, quickly picking up the magnaclamps, "We've got to see what it's doing," he shouted, starting swiftly down the corridor, "We've got to go back up!" he continued as Sophie, Rose, Pete and Jackie ran after him, "Come on!" the Doctor urged, picking up speed, "All of you! Top floor!"

"That's forty-five floors up!" Jackie shouted, "Believe me, Sophie and I, we've done 'em all," she exclaimed.

Jake popped his head out of the lift as the group ran by it, "We could always take the lift…" he called after them and the group screeched to a halt.

 ***O*O*O***

The Daleks rose into the air above Canary Wharf, "The Genesis Ark will open," Dalek Sek announced and the glowing Ark slowly opened, revealing a Dalek inside of it. The Ark started to spin, faster and faster…

 ***O*O*O***

The lift pinged, doors sliding open and the Doctor dashed out followed closely by the others, all of them running through the rift chamber and into Yvonne's office, the Time Lord dumping the magnaclamps on the desk as they bolted over to a window to see the Ark spinning rapidly spitting out Dalek after Dalek in all directions, the armoured aliens rapidly filling the sky.

"So many…" Sophie breathed with horror, swallowing harshly, terror clawing at her as the Ark continued to spin rapidly, showing no signs of slowing down, Dalek after Dalek still shooting out of its depths.

The Doctor stared at the sight with horror, "Time Lord science…" he swallowed with the horrifying realisation, "It's bigger on the inside."

"Did the Time Lords put those Daleks in there?" Mickey asked looking from the Daleks in the air to the Doctor, "What for?"

"It's a prison ship," the Doctor replied.

"How many Daleks?" Rose asked and Sophie pulled her gaze from the window to look at him, the Time Lord's face grim as he continued to stare out the window.

"Millions," he replied.

Sophie glanced back out the window staring at the Daleks that were spreading out across the sky, swallowing heavily, before her gaze returned to the Doctor, "And, we still have a plan, right?" she asked.

The Doctor glanced at her, lips parting to answer as below them Cybermen marched along the streets heading for the Torchwood Tower, their attention snapped back to the Daleks out the window as Dalek Sek shouted as energy beams from the Cybermen below chinked harmlessly against their armour.

"Exterminate all life forms below. Ex-ter-min-ate!" it ordered and the Daleks returned fire screams from terrified people reached them as the Daleks aimed their exterminator beams at all life forms on the streets, Cybermen and humans alike.

"I'm sorry," Pete murmured as he turned away from the window, "But you've have it," he stated as he walked away from the sight and towards one of his men, "This world's going to crash and burn. There's nothing we can do. We're going home," he pulled a yellow medallion out of the man's pocket, "Jacks, take this," he tossed it to her, "You're coming with us."

"But they're destroying the city!" Jackie protested.

"I'd forgotten you could argue," Pete murmured affectionately walking back towards her and taking the button back, "It's not just London, it's the whole world," he looped it around her neck himself, and took her face gently between his hands making her look at him, "But there's another world just waiting for you, Jacks. And it's safe," he assured, "As long as the Doctor closes the breach," he turned to the Time Lord questioningly, "Doctor?"

The Doctor turned towards him, his 3D glasses on his face again, a big grin on his lips, "Oh, I'm ready," he assured as he started quickly from the window, "I've got the equipment right here," he ran from the office into the rift chamber, "Thank you, Torchwood!" he exclaimed gleefully as he dashed over to a computer terminal as they followed him out into the rift chamber, watching as he typed, fingers moving swiftly over the keys, "Slam it down and close off both universes," he explained.

"Reboot systems," the computer announced.

"But we can't just leave," Rose protested, arms folded, "What about the Daleks? And the Cybermen…?"

The Doctor straightened and turned to her and Sophie who was standing beside her, still grinning, "They're part of the problem. And that makes them part of the solution. Oh yes!" he exclaimed and Rose let out a slightly nervous laugh, glancing over at Sophie who was staring at the Doctor, head slightly tilted, lips twitching up at his exuberance, "Well?" he urged, "Isn't anyone gonna ask what it is with the glasses?" he prompted.

"Oh!" Sophie exclaimed her eyes widening, her hand immediately going to the inner jacket pocket and pulling out the 3D glasses she'd slipped back in there much earlier, before all the chaos had really begun.

The Doctor pouted at her for a moment as she slipped hers on, "You were supposed to ask," he whined at her and Sophie glanced at him, her eyes widening behind the lenses.

Rose glanced from one to the other, lips twitching upwards and into a wide grin, "What is it with the glasses?"

"Thank you!" the Doctor beamed, before hurriedly continuing on, "I can see, well, we can see," he gestured at Sophie pouting at her briefly again, the brunette shrugging at him a little, he'd been the one who'd told her about the glasses in the pocket of the leather jacket, "That's what!" he focused back on Rose, "Cos we've got two separate worlds, but in-between the two separate worlds, we've got the Void. That's where the Daleks were hiding. And the Cybermen travelled through the Void to get here! And you lot, one world to another, via the Void. Oh, I like that. Via the Void," he pulled the glasses off his face and handed them to Rose, "I've been through it," he said as she put them on, "Do you see?"

Sophie nodded, lips twitching as he dodged about making the green and red particles about him dance about him a bit, whilst Rose gaped at the sight of them, reaching out a hand to try and touch them.

"Reboot in three minutes."

"What is it?" Rose asked as Sophie looked down at herself, seeing the particles about her, her brow scrunched slightly as she lifted a hand and saw them shift about with the movement.

"Void stuff," the Doctor replied.

"Like um…" Rose frowned thoughtfully, "Background radiation."

"That's it," the Doctor agreed as Sophie turned her head to look at Rose, the blond covered with the green and red Void particles too.

"We're both covered," Sophie murmured softly and Rose glanced at her in surprise, eyes widening a little at seeing the particles around Sophie.

The Doctor nodded, "Look at the others," he urged and they turned looking at the others in the room with them, seeing particles in the air around them, "And the only one who hasn't been through the Void, Rose's mother," the Doctor remarked pointing at Jackie, "First time she's looked normal in her life."

"Oi!" Jackie exclaimed indignantly, whilst Rose giggled.

"Leave Jackie alone," Sophie told him, shooting him a look that the Doctor ignored as he dashed into the clear white area Sophie and Rose swiftly following him.

"But the Daleks lived inside the Void," the Doctor continued, "They're bristling with it. Cybermen, all of them. I just open the Void and reverse. The Void stuff gets sucked back inside."

"Pulling them all in!" Rose exclaimed enthusiastically whilst Sophie began to frown, glancing down at the particles, Void particles covering her, covering Rose… all of them apart from Jackie.

"Sorry…" Mickey piped up with confusion, "What's… what's the Void?"

"The dead space," the Doctor replied turning to him as Sophie slowly pulled off her 3D glasses eyeing the Time Lord, "Some people call it 'Hell'."

"So…" Mickey looped his medallion around his neck, "You're sending the Daleks and Cybermen to 'Hell'," he grinned turning to Jake, "Man, I told you he was good."

Jake smirked.

"But it's like you said," Rose said, raising a hand staring at it through the 3D glasses, seeing the Void stuff on her arm, "We've all got Void stuff," she glanced at Sophie seeing it floating around the brunette again. Whilst the brunette continued to stare at the Time Lord just waiting as his smile began to fade as he eyed them, "Me and Soph too, cos we went to that parallel world," she flexed her fingers watching the particles for a moment before she pulled off the 3D glasses, "We're all contaminated. We'll get pulled in."

The Doctor stared at the blond, his hearts heavy as he stood before both of his companions, as they stared back at him, "That's why you've gotta go, Rose."

"Reboot in two minutes."

"Back to Pete's world," the Doctor continued heavily as Rose began to frown at him whilst Sophie continued to eye him, her own scrunched brow deepening. He attempted a smile, and pointed at Pete, "Hey, we should call it that, Pete's world…"

"Just me?" Rose interrupted, glancing from the Time Lord to Sophie and back again, still frowning not comprehending, why he said she had to go, the both of them would get sucked in by the Void when he opened it.

The Doctor sighed glancing at Sophie, who was still scrunching her brow at him, his brown eyes apologetic as he nodded, "Sophie," he turned his gaze back to Rose, "She can't go to Pete's world, not to live," he began to explain, "There's already a 'her' in Pete's world, with a mum and a dad," he swallowed heavily as Sophie stared at him with those eyes of hers, hazel flecked blue sad with the begins of understanding, "I don't even want to imagine what would happen to the fabric of time," he continued his explanation as Rose stared at him with wide hurting eyes, "The kind of holes and, or paradoxes that may develop if they both inhabited the same world at the same time for an extended period of time."

Rose continued to stare at him, his words revolving around in her brain as she struggled to absorb them, understand them… but it was almost like her brain didn't want to in that moment as her heart pounded against her chest.

"I know her," Pete piped up, "My worlds her," he nodded at Sophie as they turned their attention to him, "Good kid. Helps us out a fair bit. She was supposed to be here. But, her dad fell ill about a week ago," he murmured, "So, she's helping her mum out, looking after her kid brother, whilst she's at the hospital."

"My… her dad's ill?" Sophie murmured, swallowing heavily, her already aching heart clenching in her chest with concern for the man she'd seen smiling, waving beside her parallel mum in the doorway of their home, even as her mind spun… parallel her had a kid brother? She swallowed again, "How bad?"

"He'll make a full recovery," Pete replied, giving her a bit of a smile, before he eyed her curiously, frowning quizzically, "Of course, her name isn't Sophie…" he muttered trailing as he recalled his surprise when he first met the girl that looked exactly like the brunette beside his parallel daughter and she'd told him her name wasn't Sophie.

Sophie shook her head looking away from him again, a tad uncomfortably, "Orphan," she muttered in explanation and Pete winced a fraction.

Rose nudged Sophie diverted from talk of her leaving as she smiled softly at her 'big sister', "Part of the family."

Sophie returned her smile briefly before she blinked and glanced over at Pete again, a question rising in her throat.

The Doctor tugged at his ear, squashing his curiosity about the parallel version of his Sparks as he continued, unintentionally cutting Sophie off before she could voice her question, "I'm opening the Void," and the eyes in the room turned back to him, "But only on this side. You'll be safe on that side."

"And then you close it, for good?" Pete asked as Sophie bit her lower lip, squashing her question back down, the time to ask it, passing in a blink. She mentally shook her head, it didn't matter, she was Sophie Connolly, parallel her could be, well… whatever her name was.

The Doctor nodded and hurried to continue, "The breach itself is soaked in Void stuff. In the end it'll close itself. And that's it. Kaput."

Rose frowned, "But…" she swallowed heavily as understanding started to dawn on her, "You and Soph, you both stay on this side…?"

"But, you'll both get pulled in," Mickey pointed out with a frown of his own as he glanced from the Time Lord to Sophie and back again.

The Doctor stared at Rose for an extended moment, the hurt look on her face paining him. He didn't want to send her away, but he couldn't ensure everyone's safety, there wasn't enough clamps and Pete, he wouldn't leave without Jackie, not now and Jackie, she wouldn't leave without Rose and he… he couldn't part them. Rose loved her mum, loved her dad, she'd made that clear enough, had almost albeit accidentally ended the world trying to save him. He tore his gaze away, "That's why… I've got these," he called dashing over to the magnaclamps, he hefted one of the two up showing it to them, "Sparks and I, we'll just have to hold on tight," he did his best to smile as his two companions stared at him, both hurting, "I've been doing it all my life," he added, hearts aching in his chest as time continued to tick away.

"I'm supposed to go," Rose murmured, her voice wavering with pain as she stared at the Time Lord, a man she considered as much a part of her family as she considered Sophie.

The Doctor nodded, "Yeah, if I could send Sparks, Rose I…" he trailed, swallowing heavily, unable to finish, because truthfully, he wasn't sure if he would have been able to bring himself to send Sophie away if there wasn't a version of her already in Pete's world, knowing that he'd never see her again. It was hard, so hard as it was to be sending Rose.

"To another world," Rose continued, frowning heavily, tears beginning to well, talking over him, "And then it gets sealed off."

"Yeah," the Doctor confirmed, eyeing the way his companions were holding hands, so much like the first time he'd seen them together, only now instead of fear there was sadness in their eyes, on their faces. He glanced away and walked over to another of the computers, his fingers starting to move over the keys.

"Forever," Rose continued flatly, her hand tightening around Sophie's as the brunette took a quiet but shaky breath, her own hand tightening in return. Rose squared her jaw, defiant determination setting in, "That's not gonna happen," she stated.

"Rosie…" Sophie murmured sadly, staring at her 'little sister' her heart hurting with every beat it took. She didn't wanna lose her, not at all, but her parents were leaving…

There was a crash from outside and the building shook.

"We haven't got time to argue," Pete said briskly, "The plan works, we're going," he ordered, "You too," he turned to Rose, "All of us."

"No," Rose denied vehemently, "If Soph's not able to go, then I'm not going either! I'm not leaving either of them!" she shouted angrily.

"I'm not going without her!" Jackie shouted, turning to Pete, glaring at him, unwilling to budge, not where her daughter was concerned.

"Oh my God," Pete exclaimed exasperated, "We're going!"

"I've had twenty years without you, so button it!" Jackie ordered, "I'm not leaving her!"

Rose released Sophie's hand moving towards her mum, her eyes sad, but determined, she gripped her mum's arms and turned her, "You've got to," she stated.

Jackie stared at Rose with equal determination, her jaw squared just as stubbornly as her daughters, "Well, that's tough!" she exclaimed, her voice rising.

Rose swallowed heavily, "Mum…"

"Reboot in one minute."

"I've had a life with you for nineteen years," Rose murmured her voice wavering with her suppressed tears, hating the choice she was being forced to make, but she'd made it, and she couldn't… couldn't go back to nine-five, "But then I met the Doctor and got to know Soph… and all the things I've seen him do for me. For you. For Soph. For all of us. For the whole… stupid planet and every planet out there. He does it alone, mum."

Sophie stared at Rose's back, a painful lump in her throat, her gloved hands twisting together harshly. Further behind her the Doctor straightened up from the computer, his own gaze sad, full of pain as he fingered the large yellow button in his pocket, his gaze looking past them to Pete as he slowly stared to pull it out.

"But not anymore, mum," Rose continued, eyes begging her mum to understand as the older Tyler woman stared at her, she started backing away, back towards Sophie as the Doctor quietly walked forward, the button in his hands, Sophie glancing at him as he walked past her, her eyes widening and breath catching in her throat, "Cos now he's got me and Sophie," the Doctor quickly looped the medallion around Rose's neck and she frowned down at it, "What're you…?" she started looking back towards him as Pete swiftly pressed his button.

Sophie inhaled sharply, her breath coming out shaky as Rose and Jackie disappeared before her eyes, leaving a vast empty space on the floor of the rift chamber where the group had been standing.

"Sparks," the Doctor murmured and she tore her gaze away from the spot, eyes pricking painfully to look at him. His own eyes heavy with sadness and pain as he stared at her, "I'm sorry," he apologised, his heart heavy.

Sophie shook her head at him, offering him a small smile, the best she could manage as her heart ached, a sob wanting to rip out of her throat, but she swallowed it back. There wasn't time for tears, not now. She could cry later when the world was safe and she was alone… and safe to do so. She took another breath and cleared her throat, her gaze meeting the Doctor's, "What can I do to help?" she asked, forcing herself to focus.

The Doctor returned her small smile, "There's co-ordinates," he began beginning to gesture towards one of the terminals, when there was a soft swoosh.

"I think this is the on switch…" they heard Rose and they turned to see the blond back in the spot she had vanished from, the button looped around her neck in her hands. They stared at her, eyes wide with surprise.

 ***O*O*O***

Jackie went to press the button around her neck, only for Pete to snatch it from her neck, "But I've gotta go back!"

"The Doctor said every time we use one of these, it damages the whole world," Pete replied, staring at her, "Now that's it!" he turned away.

"She's your daughter!" Jackie shouted at him.

"She's your daughter, not mine," Pete countered, "That's an order," he snatched the button from around Mickey's neck before Jackie could grab for it, or Mickey could give it to her.

"Mickey, tell him," Jackie cried desperately as Pete started away, "Tell him, Mickey," he remained silent and Jackie glowered at him, "Mickey!" she shouted.

 ***O*O*O***

"Rose…" Sophie murmured cautiously, staring at her 'little sister' as she stared back at the two of them, button still clutched in her hands, "What," she swallowed heavily, sadness and worry warring with the fact that she didn't want to never be able to see her 'little sister' again, "What are you doing?"

"Staying," Rose said stubbornly.

The Doctor stepped towards her, his hands closing over her shoulders, "Once the breach collapses, that it!" he told her, stooping in towards her, his eyes meeting hers as he tried to talk some sense into her, to make her understand the choice she was making, "You will never be able to see her again. Your own mother!"

Rose stared back resolutely, "I made my choice a long time ago," she told him, "And I'm never leaving you and Sophie, never," she stated and the Doctor reeled back, stunned as he stared at the blond.

Sophie swallowed again, staring at her little sister, rather stunned herself, emotions clashing inside of her as Rose glanced over at her briefly before straightening herself up, releasing the button as she glanced back towards the Doctor, "So, what can I do to help?"

The Doctor stared at the blond, more than half tempted to argue further, to drum sense into the stubborn blond.

"Systems rebooted," the computer announced and the Doctor grimaced reminded that he didn't have time to argue back and forth all day, "Open access."

The Doctor turned from Rose, "Sparks, those co-ordinates over there," he gestured at the terminal he'd been about to direct her towards before Rose had popped back from the parallel world, "Set them all at six," he glanced back at Rose as Sophie nodded moving off, and sighed, "Help her," he muttered reluctantly, both unhappy about her decision to stay and happy about it, "And hurry up," he shouted after the blond, staring after her a moment, before he turned away.

Rose glanced nervously back at the Doctor as she moved to where Sophie was already working at the terminal, she hadn't thought that he'd be angry about her decision to stay, she'd thought he'd be happy, that they'd both be happy. But neither of them looked entirely pleased about it. She took off her medallion and set it down on the desk, "Soph?"

"Yeah?" Sophie muttered.

"Are you angry?" Rose asked eyeing the brunette's expression.

"No," Sophie denied, finally glancing at her again, "I just…" she swallowed and glanced back at what she was doing, "They're your parents."

"And you're my sister," Rose rebutted, "They'll have each other and I'll have you and the Doctor," she stated.

Sophie blinked, "I just, I don't want you to regret…"

"I won't," Rose cut her off with a grin and Sophie shook her head a little, before she focused in on what she was doing once again.

 ***O*O*O***

"Get away from me!" Jackie pushed Pete away from her before she buried her face in her hands sobbing devastated.

 ***O*O*O***

"Doctor!" Sophie called urgently and the Doctor spun to look at his companions as they both stared at a single computer.

"We've got Cybermen on the way up," Rose told him.

The Doctor ran over to look, "How many floors down?" he questioned as he joined them at the computer.

Rose turned back to the monitor as Sophie frowned at the monitor, "Just the one," Rose replied.

"Right," the Doctor nodded, "Gotta hurry."

Sophie arched a brow at him, "Weren't we already hurrying?"

"Hurry double time," the Doctor replied shooting her a bit of a grin, "Come on!" he called to them as he started for Yvonne's office, Sophie and Rose following him.

 ***O*O*O***

"We will retreat through the breach," the Cyber Leader said as they marched up the stairs, "Regain the Home World."

A Cyberman appeared at the top of the stairs, a big gun, much like Mickey's in its hands, blocking the way forward, "You will not pass," it stated firmly.

"What is the meaning of this?" one of the Cybermen questioned.

"You will not pass," the Cyberman blocking the way stated again, shifting the gun aiming it at them and firing, destroying them with a ray of bright light, "I did my duty for Queen and Country. I did my duty for Queen and Country. I did my duty for Queen and Country," the Cyberman that had been Yvonne shed a single bloody tear.

 ***O*O*O***

The Doctor stooped over Yvonne's laptop, Sophie and Rose on either side of him as he tapped away at the keys.

"Levers operational."

"That's more like it," Rose murmured cheerily as the Doctor smiled, glad that the tension had disappeared between herself and the Doctor and Sophie, "Bit of a smile," she grinned over at Sophie, "The old team!"

"Nothing like it," Sophie agreed grinning back at the blond.

The Doctor glanced at them, smile still on his lips as he stepped away from his companions and over to the magnaclamps, the more he thought about it, the more he didn't mind the idea of Rose staying, he liked it being the three of them. He really did, he just hoped she didn't come to regret staying and leaving her parents behind. He shook the thought away, there was no hope for it now, and he was happy to have both of his companions, still with him. He picked one up and started back around dumping it into Rose's hands, "This one's yours," he told her as he moved away picking up the other magnaclamp, "Sparks and I, we'll have to share this one," he turned to Sophie as the brunette nodded, "Those off," he pointed to the gloves on her hands. He didn't want any chance of her slipping and consequently falling into the Void, not that he was planning on letting that happen, but he'd rather be safe than sorry.

Sophie nodded, and moved to slip off her gloves being careful of the blue beaded bracelet on her wrist as she followed the Doctor over to the left wall as he set up the magnaclamp by the lever, as Rose walked over to the right, slipping the elbow length gloves into the pockets of her black leather jacket.

"Press the red button," the Doctor called over to Rose, and the blond nodded as she pressed her magnaclamp to the right wall by the lever and swiftly depressed the red button.

 ***O*O*O***

"Breach active," Dalek Sek shouted, "It is the Doctor. Exterminate him!" it ordered and four of the Daleks in the sky immediately started to swoop towards Torchwood Tower.

"Exterminate!"

 ***O*O*O***

"When it starts," the Doctor spoke quickly, hurrying to explain to Sophie and Rose, "Just hold tight. Shouldn't be too bad for us but the Daleks and the Cybermen are steeped in Void stuff," he looked from Sophie to Rose and back again, "Are you both ready?"

Sophie nodded, "Yeah," she murmured.

"We aren't the only ones," Rose stated staring out the window.

"Oh bugger," Sophie muttered as she eyed the Daleks that were soaring towards the window, they were totally busted.

"Let's do it!" the Doctor called and he and Rose took hold of the levers pulling them upwards, whilst Sophie stepped back towards the magnaclamp, ready to take hold of it. The Doctor felt his lock into place and dashed over to Sophie looping an arm around her as he took hold of the magnaclamp, "Tight Sparks," he reminded her.

Sophie nodded, "White knuckled," she informed him as Rose snatched at her magnaclamp, hands locking about it as the computer stated.

"Online."

The white expanse of wall lit up brightly as the breach opened and a strong wind gushing out of it, sweeping powerfully through the room. The window smashed as the Daleks were sucked through the glass and towards the breach.

"Emergency!" one cried as it got sucked through the room and into the breach.

"The Breach is open!" the Doctor shouted over the wind, the arm looped about Sophie tightening as the breach sucked at them too, her hands tightening about the metal of the clamps, "Into the Void! Ha!" he cheered as Cybermen and Dalek alike from all around the world were sucked up and through the air, into the rift chamber and into the Void, all of them helpless, powerless to stop themselves from getting sucked in by the powerful wind.

 ***O*O*O***

"Emergency temporal shift!" Dalek Sek shouted and it vanished from the air, managing to save itself as the Ark got sucked away towards the breach.

And on the ground people started to peek out of their homes and hiding places once again, looking up towards the sky watching as the terrors of the ground and sky were sucked away.

 ***O*O*O***

Rose smiled across the room at Sophie and the Doctor as she held on tightly to the magnaclamp, the three of them billowed about by the wind, as Cybermen and Daleks continued to soar through the room and into the breach.

There was a sudden small explosion of sparks from the lever by Rose and the smile started to fade from the blonde's face as the lever shifted, moving back towards the off position.

"Offline," the computer announced.

"Turn it on!" the Doctor shouted as the suction of the wind started to decrease and Rose started reaching for the lever, reaching out as far as she could towards it whilst still gripping the magnaclamp, shifting further and further away from the magnaclamp until she was forced to let go completely.

"Rose!" Sophie shouted over the wind her eyes wide with fear for the blond as Rose flew towards it, the blonde's hands managing to catch onto the lever as she reached it, falling against it really, with a thud.

"I've gotta get it upright!" Rose shouted over the wind as she struggled to get it back into the right position, groaning with the effort of trying to force it up against the weakening wind, finally it clicked back into place.

"Online and locked," the computer announced and the wind immediately started picking up again, gushing through the room with renewed gusto.

"Oh my God!" Sophie breathed with horror as Rose gripped the lever for dear life as the suction pulled at her, the strain of the effort of holding onto it all over her face, as the wind pulled her up off her feet, "Rose!"

"Rose, hold on!" the Doctor shouted desperately, helpless to help her as he stared from across the room.

Rose cried out with the effort of holding on wincing as the wind ripped at her, her grip on the lever starting to slip, even as she tried to hold on tighter to it, unwilling to be pulled away and into the breach away from her 'big sister' and the Doctor, lost to the Void, to Hell.

"Rosie! Hold on!" Sophie shouted desperately as she shifted trying to reach for her, "Just please…"

"Both hands on the clamp, Sparks! Both hands!" the Doctor shouted at her, unwilling to risk losing her if by some horrid trick of fate she slipped from the clamp and from his arms. The arm looped about her tightening further and his hand tightening about the magnaclamp, staring horrified at Rose, knowing that they couldn't reach her, no matter how much they wanted to, "Hold on!" he screamed now at Rose with rising desperation.

Rose glanced over at them as best she could, taking in the sight of them as they both stared at her with wide horrified eyes, feeling her fingers slipping further, palms slicked with sweat, "I'm sorry," she mouthed at them, tears building in her eyes even as they were swept from her orbs by the gusting wind.

"No!" Sophie screamed as Rose's fingers slipped from the bars completely, her heart pounding against her ribcage and she reached again, desperately reached for her, despite the impossibility of being able to reach her with her extended fingers. And the Doctor stared horrified as she fell towards the open breach, nothing left for her to catch herself on to stop her descent.

Suddenly, Pete appeared in front of the breach, catching the falling Rose in his arms, the blond staring over her shoulder at them wide eyed as Pete pressed the button on his medallion again and the two disappeared before the breach could suck them into the Void.

Sophie lowered her arm, a sob catching in her throat, and lodging there as a large painful lump as the wind continued to suck at her and the Doctor, his arm tight around her still, feeling his hearts pounding against her back.

The wind slowly died down, the pressure of it against them, fading away into nothing as the breach closed, leaving the place deathly quiet aside from their heavy breathing.

"System closed."

 ***O*O*O***

Rose stood at the wall she'd reappeared at, hammering her fists against it, like she could break through to the other world, her world, as she sobbed violently, her whole body wracked with them, "Take me back!" she cried hysterically as a short distance behind her Pete, Jackie and Mickey watched her unsure what to do for her, "Take me back! Take me back!" Rose pressed herself closer to wall as her as she continued to sob heartbrokenly, her hands still hitting against the wall that couldn't give her what she wanted, couldn't break apart and send her back, couldn't give Sophie and the Doctor back to her.

Pete took the medallion from around his neck and looked at it, his heart hurting for the daughter that was the child of a dead man… his daughter if things had been different between him and the Jackie he'd lost, "It's stopped working," he murmured, "He did it. He closed the breach."

"No…" Rose sobbed, pressing her forehead to the wall as she cried, eyes screwed shut with the strength of her tears, and her pain.

 ***O*O*O***

Sophie pressed a hand to the expanse of white wall, gazing at it heavily, her heart aching in her chest in a way that she hadn't thought possible, tears building up behind her eyes, wanting to be shed, but she held them back, refusing to cry, not here… silence passed between herself and the Doctor, the Time Lord leaning against the wall, ear pressed to it as if trying to listen for something on the other side.

Sophie's brow scrunched as the tears pressed harder against the back of her eyes and she sucked in a shaky breath, "Rosie…" she murmured quietly, her voice wavering as she squeezed her eyes shut against the pain in her heart.

Beside her the Doctor shifted, slowly straightening up with a heavy breath of his own, hearts heavy in his chest, his only comfort that Rose hadn't been lost to the Void, just to the both of them. He turned to Sophie, slowly raising a hand, touching it gently to her shoulder, and she slowly turned her head to look at him, staring up at him solemnly, meeting his pained gaze with her own, "Sparks…" he murmured lowly, reluctantly, and she swallowed heavily as she slowly nodded in pained understanding, they had to leave. She cast another look at the wall as she felt the Doctor slide his hand down her arm, taking her hand in his, before he slowly started away, leading them from the rift chamber towards the lift so they could get back to the factory where the Tardis was waiting for them.

 ***O*O*O***

Sophie quietly pressed the door to her bedroom on board the Tardis quietly closed behind her, the ship humming to her comfortingly as she pressed her back against it, shaky breath after shaky breath escaping her as she stared at her room, but not really seeing it. Slowly she raised a hand, eyeing the bracelet on her still gloveless wrist, the swirls on the blue beads dull… lifeless unmoving the link between the matching bracelets severed.

Another shaky breath and then a tear slid down her cheek, followed by another and then another and then that painful sob that had lodged in her throat, ripped from her and she was crying in earnest, shoulders shaking, the back of her head hitting the solid wood of her door as loud cries escaped from parted lips and slowly she slide down it, hands burying themselves in her hair, nails pressing harshly against her scalp as she allowed herself to cry now that she was safe, in the Tardis, and alone with the grief, the pain of Rose's loss.

Her vision fogged and blurred as more tears welled in her eyes, before rolling down her cheeks, sobs continuing to rack her body.

There was the sound of quickly moving feet and then the sound of a frantic knock on her door followed by the Doctor's voice, filled with concern, "Sparks?" One hand lowered from her hair, covering her mouth, muffling the sound of her sobs, there was another knock, "Sparks, please…" the door handle rattled and met resistance, the brunette having locked it behind her.

Behind the door the Time Lord swallowed heavily, she'd disappeared on him again, he'd sent the Tardis into the vortex, setting it to drift, he'd turned expecting to see her but she'd been gone, he'd already been on his way towards the stairs when the Tardis had hummed at him with concern and he'd heard her sobs echoing through the corridor, making him break out into a run, his pounding, heavy hearts aching harder at the sound, "Sparks," he swallowed, pressing his hand against the door, hearing her muffled cries now, "Please, let me in," he pleaded and after a moment he heard her shift, clothes rustling behind the door, the sound of her hiccupping and then he released the door handle as it began to swing open, Sophie standing in the doorway, tears streaking her cheeks and eyes puffy, lips trembling as her teeth bit harshly into her lower lip.

He pulled her into his arms and another sob escaped her, a hand coming up to cup the back of her head, the other stroking soothingly up and down her back as her fingers curved into the material of his suit jacket. He murmured quietly, soothingly to her as he let her cry, pressing a kiss to the top of her head, that went unnoticed by the brunette as she continued to sob, and that was how they stayed until slowly, Sophie's sobs quieted.

The brunette slowly pulled back with a sniffle, "I'm sorry," she muttered raising a hand to wipe at her puffy eyes, "You're hurting to and I…"

The Doctor hooked a finger under her chin, gently raising her head so that she was looking up at him, "Never apologise for needing to cry. She was, is," he corrected with a wince, Sophie inhaling shakily swallowing back another rush of tears, "Your 'little sister'. I'd be more concerned if you didn't cry."

Sophie gave a little nod, before she sighed wiping fruitlessly at her eyes again, "I hate crying in front of people," she murmured, she was such a messy crier and this was the second time she'd broken down in front of the Time Lord.

The Doctor frowned a bit at that, not liking the image of Sophie alone in a room crying her heart out like that. He shook it away, silently promising himself that he wouldn't let that happen, "Come on," he murmured, taking her still gloveless hand in his and starting back down the corridor with her.

"Come where?" Sophie muttered wiping at her eyes again, a little frustrated at the continued wetness she could feel clinging to her lashes and slowly drying on her cheeks and the puffiness of her eyes.

The Doctor glanced over his shoulder at her, a slight smile quirking up the corner of his lips, "I've had an idea."

"Any chance this idea involves a damp cloth?" Sophie mumbled.

The Doctor blinked and glanced back at her again, really taking note of her eyes that were puffy and red and her blotchy still wet cheeks from her tears, and the Tardis hummed, "The Old Girl will have something waiting in the console room for you."

Sophie nodded, "Thanks Sexy," she murmured gratefully and the Tardis hummed softly at the pair again.

 ***O*O*O***

Rose lay sleeping in her bed, before she suddenly bolted up her eyes wide, as ghostly whispers of her name still resounded in her ears, before she threw the covers off herself and all but leapt up out of her bed in search of her parents and Mickey, heart pounding in her chest…

 ***O*O*O***

' _Here I am at last,'_ Rose thought somberly as she strolled further and further down the beach away from the jeep and her parents and Mickey the three having chosen to wait by the vehicle, _'And this is the story of how I died.'_

Rose came to a stop, waiting, hoping, and then a short distance away and to her left the Doctor and Sophie appeared, their figures shadowy, slightly translucent. Rose almost choked on her breath at the sight of them, turning towards them, "Where are you?"

"We're inside the Tardis," the Doctor replied, "There's one tiny little gap in the universe left, just about to close. And it takes a lot of power to send this projection. We're in orbit around a super nova. I'm burning up a sun just so we can say goodbye."

Rose shook her head, "You both look like ghosts."

Sophie turned her head to look at the Doctor, "I thought you said we'd appear solid?" she murmured questioningly.

"I did," the Doctor agreed, reaching into his pocket and pulling out his sonic and aiming it at what looked like thin air to Rose, "Hold on," and their forms solidified.

Rose reached out her hands to touch them, "Can I…?"

Sophie shook her head regretfully, "Sorry, Rosie."

"We're still just an image," the Doctor murmured in explanation, "No touch," and Rose lowered her hands as she stared at them.

"Can't you two come through properly?" Rose asked hopefully, wanting to be able to touch them, hug them and never let go.

The Doctor shook his head, "The whole thing would fracture. Two universes would collapse."

"So?" Rose asked, half serious, half jesting and there was a beat of silence as the three just stared at each other.

"Where are we?" the Doctor asked eventually, glancing around at the beach, "Where did the gap come out?"

"We're in Norway," Rose replied.

"Norway," the Doctor nodded, "Right."

"About fifty mines out of Burgen. It's called 'Darlig Ulv Stranden'," Rose informed them and Sophie blinked at her.

"Dalek?" the Doctor asked, his brow furrowed.

"Darlig," Rose corrected, "It's Norwegian for bad. This translates as 'Bad Wolf Bay."

"Seriously?" Sophie asked and Rose smiled as she nodded, and the Doctor and Sophie's lips twitched into smiles to at the irony, "'Bad Wolf' just follows you, Rosie," Sophie murmured teasingly.

"Seems so," the blond agreed, her smile fading, as she swallowed heavily, "How long have we got?" she asked.

The Doctor sighed, his own smile fading, "About two minutes…"

Rose brushed some hair out of her face, "I can't think of what to say!" she laughed, at the absurdity of it, how long had she wanted to see them both again, thought of what she wanted to say and now here she stood, without words.

"Me neither," Sophie murmured with a bit of a sad laugh of her own, hands clenching at her sides, just wanting to reach over and hug her 'little sister'.

The Doctor laughed a bit himself, before he glanced back over to where Pete, Jackie and Mickey were standing, "You've still got Mr. Mickey, then?"

And Sophie glanced over at them for the first time, her breath hitching slightly as her gaze landed on Jackie, teeth sinking into her lower lip.

"There's five of us now," Rose said drawing Sophie's gaze back to her, "Mum, Dad, Mickey… and the baby."

Sophie's eyes widened, how long had it been for her 'little sister', "Rosie, are you…?"

The Doctor stared at her just as wide eyed, "You're not…?"

Rose laughed at the reactions, smiling, "No… Soph's gonna be a 'big sister' twice over."

"Jackie?" Sophie murmured glancing over at the older Tyler woman again.

Rose nodded, "Yeah, she's three months gone. More Tyler's on the way."

Sophie glanced at the Doctor, "Would the projection let me get that far? I'd like to say something to Jackie… if I can."

The Doctor glanced back that way, frowning calculating, "Sorry, Sparks, you'd get maybe quarter over there and just fade out of the projection, and I can't make it any stronger, it'd blow up the sun," he murmured.

Sophie nodded, "Right, that'd be bad."

"I could tell her, if you wanted," Rose offered and the Doctor took a few paces away rounding something, turning his attention to the sand at his feet or rather, Rose amended, to the console the two were no doubt standing near, giving the two of them a moment.

Sophie took a breath, "Just…" she trailed, aware that time was ticking away, "Just tell her… damn it," she muttered, "Words are hard."

"You're telling me," Rose murmured with a smile, stilling struggling to remember the thing she'd wanted to say.

"Tell, Jackie that I'm really grateful for everything she did," Sophie spoke quickly trying to just let the words flow, "For offering me a room and, for trying to drown me in tea that Christmas," Rose smiled, "For caring…" Sophie swallowed, "And uh, congratulations too. Definitely tell her congratulations… boy or girl?"

Rose shook her head, "Dunno… mum's wanting it to be a surprise," she smirked, "And dad's been forced to agree."

Sensing that Sophie had said what she'd wanted to the Doctor made his way back over, Sophie glancing over at him as he came to stand beside her once again and she glanced back at Rose, "You'll tell her for me?" she checked.

Rose nodded, "Of course," and Sophie nodded, before she stepped away rounding the console as the Doctor had staring at it as she gave the Doctor a moment, like he'd given her.

The Doctor cleared his throat, scratching at his head, words suddenly escaping him, "And you…" he started a tad lamely, "Are you...?"

Rose nodded glumly, "Yeah, I'm back working in the shop."

"Oh," the Doctor nodded, "Good for you."

Rose laughed, shaking her head at him as the Doctor blinked at her, lips curving into a smile and for a moment it felt like old times for her, "Shut up," she huffed at him, "No I'm not. There's still a Torchwood on this planet. It's open for business," she shrugged, trying not to tear up and failing, "I think I know a thing or two about aliens."

"Rose Tyler," the Doctor smiled, "Defender of the Earth," his smile faded, "You're dead, officially, back home," he stared at her solemnly, it had taken a little while to figure it out, searching for the gap, figuring out how to get the projection working, the calculations, reaching out to Rose, getting her to hear him… "So many people died that day and you've gone missing," he explained, "You're on a list of the dead," he smiled sadly, "Here you are, living a life day after day. The one adventure I can never have."

Rose stared at him, "Am I ever gonna see the two of you again."

"You can't," the Doctor murmured quietly, all so very sorry that that was the case.

"What're you gonna do?" Rose asked him, her voice quiet wavering.

"Oh, you know," the Doctor mumbled, shrugging, "Tardis, same old life, last of the Time Lords."

Rose huffed under her breath at him, tears welling more heavily in her eyes now, "No, you git," she glanced over at Sophie who was still staring at what she fully believed was the console, and lowered her voice further just in case, turning her eyes back to the Time Lord, "What are you gonna do…" she swallowed heavily, "Are you gonna tell her? You've gotta tell her."

The Doctor stared at her a moment, before he gave the slightest of nods, that, yes he was gonna tell her.

Rose let out a shaky breath and laughed in relief and frustration, "You're such a git!" the Doctor blinked at her mildly surprised, "I'm gonna miss it…!" she sniffled as the tears started to roll down her cheeks, "I'm gonna miss everything…"

The Doctor swallowed, before glanced over at Sophie who had taken out the sonic slinky playing with it as she waited, "Times almost up Sparks."

Sophie immediately set the slinky down and came back over, "I'm gonna miss you Rosie," she murmured, her voice caught in her throat, "So much!"

Rose nodded, "Me too," she sniffled and then to her horror the projections of the Doctor and Sophie disappeared like they'd never been there at all. Her face screwed up against the pain of their loss a second time, it really sinking in now that they were gone and that she'd never see them again, her hands coming up to her face as she sobbed, before she turned and started back across the beach still sobbing.

Jackie ran to her and upon seeing her, Rose ran towards her too burying herself into her mum's embrace as she sobbed.

 ***O*O*O***

Sophie took a shaky breath, staring unseeingly at the spot she'd been looking towards when she'd been staring at Rose, "I hate goodbyes," she murmured lowly, pressing her eyes closed against tears, one slipping down her cheek anyway.

The Doctor, a couple of stray tears of his own rolling down his cheeks, nodded focusing his gaze on her, "I know," he murmured.

She glanced over at him, "Thank you."

The Doctor gave her a small smile, her lips quirking up into a small returning smile, and as their eyes met those three little words rose up inside of him, simmering wanting to be said, but the sadness lingering in her eyes stalled him, making him swallow them back down. It wasn't the right time. Those words that had waited so long, they could wait a little longer… for when the moment was better, the pain of the loss a little less. He sighed, patience it had always been an issue for him. He looked away as Sophie did, and scrubbed a hand over his face wiping away the tears that had fallen down his cheeks, before he turned to the console, making his way slowly around it, pressing buttons and pulling levers, setting them on a course away from the super nova.

He looked up and stilled, his eyes widening in surprise and shock at seeing a woman in a wedding gown with her back to him, "What?"

Sophie blinked at him, "What do you mean 'what?'" and he gestured as the woman began to turn, Sophie stepping over to him.

"Oh!" the woman gasped.

Sophie frowned at the sound and peered around the Doctor and blinked at the sight of the woman her own eyes widening, "Huh?"

"What?!" the Doctor repeated, gaping at the woman.

"Who are the two of you?" the woman asked disdainfully as she eyed them.

"But…!" the Doctor started, still staring, gaping at the bride in his Tardis.

"Where am I?" the woman demanded, frowning at them.

"Um…" Sophie muttered with confusion.

"What?!" the Doctor exclaimed again, she couldn't be in here, it wasn't possible for her to be in here!

"What the hell is this place?!" the woman shouted at them and Sophie tugged at the ends of her hair.

"What?!"


	17. Chapter 16 The Runaway Bride Part 1

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** thank you to everyone who followed/favourited and reviewed last chapter and also thanks to **Saberbladeprime** for prereading for me. As per my first Christmas Special, I'll be splitting it into two parts.

 **CHAPTER 16**

 **The Runaway Bride Part 1**

"You can't do that," the Doctor protested, gaping at the red-haired woman, completely bewildered, before he started glancing around the console room for some kind of explanation, "I wasn't… we're in flight!" he exclaimed, "That is…" he continued to gape floundering for words, "That is physically impossible!"

"And yet…" Sophie murmured, still twisting the ends of her hair around her gloved fingers as she stared at the woman with eyes that were wide with surprise and confusion.

The Doctor stared at the woman with disbelief, "How did…?"

"Tell me where I am," the woman cut in sharply, glowering at the two of them impatiently, "I demand you tell me right now, where am I?"

"Inside the Tardis," the Doctor answered her question, still staring with complete disbelief at the redhead.

The woman frowned with confusion, "The what?"

"The Tardis," the Doctor repeated.

"The what?" the woman demanded again, no less confused then before and Sophie glanced from her to the Doctor and back again.

"The Tardis!" the Doctor shouted, starting to get a bit frustrated, he turned to the controls on the console looking them over.

"The what?" the woman exclaimed again, her voice rising with irritation.

"It's called the Tardis," the Doctor snapped at her, still looking over the console, trying to find the reason behind how the woman had gotten onboard.

"That's not even a proper word," the woman snapped back angrily, glowering at the Doctor, "You're just saying things."

"No, he's being serious," Sophie murmured, drawing the woman's heated irritated gaze to her, "You are inside the Tardis."

"It's not a word!" the woman protested shortly, angry eyes filled with disbelief as she eyed the curly haired brunette.

"It's an acronym," Sophie muttered as she tugged at the ends of her hair lightly, fingers twisting the strands further about them.

The woman frowned harder, "What?" she asked again, this time because she hadn't quite managed to catch the words. Or at least she didn't think she had, what kind of acronym could T.A.R.D.I.S stand for anyway?

"How did you get in here?" the Doctor demanded, cutting in before Sophie could move to respond, turning to the woman again, his brow furrowed with growing confusion.

The woman bristled with rage, glowering again, "Well, obviously, when you kidnapped me!" she seethed.

The Doctor and Sophie blinked, before exchanging a look full of confusion at the accusation, before the Time Lord turned his gaze back to the woman looking her up and down, baffled.

"Who was it? Who's paying you? Is it Nerys?" the woman fired question after question, not leaving any room for them to reply as she ranted, "Oh my God, she's finally got me back. This has got Nerys written all over it."

The Doctor eyed her, brow furrowed once again as he scratched at the back of his head, "Who the hell is Nerys?"

"Your best friend," the woman sneered at them.

"Impossible," Sophie replied, flinching just a little as a fresh wave of pain lanced through her, before she shrugged, hands slipping into the pockets of her leather jacket, "I don't even know a Nerys."

The woman scoffed at them with angry disbelief, still bristling with rage.

"Hold on, wait a minute…" the Doctor muttered, cutting off whatever retort the woman may have come up with, eyeing her up and down, "What're you dressed like that for?" and Sophie glanced at him, arching a 'did you really just ask that?' brow.

The woman gave him a flat look, "I'm going ten pin bowling," she deadpanned, "Why do you think, Dumbo?" she yelled in the next instant eyeing him incredulously, "I was halfway up the aisle!" she shouted and Sophie winced a little in sympathy as the Doctor turned back to the console fiddling with the controls as the woman started pacing with aggravation, "I've been waiting all my life for this. I was just seconds away, and then you…" she frowned trying to make sense of what happened, "I dunno, you and your little accomplice drugged me or something!" she exclaimed.

"Hold on…" Sophie muttered, brow scrunching as she regarded the woman who was walking around them now, "We didn't…"

"We haven't done anything!" the Doctor exclaimed, glancing up at the woman briefly with another frown, before going back to twisting knobs and pressing buttons.

"I'm having the police on the both of you!" the woman declared angrily, "Me and my husband, as soon as he is my husband, we're gonna sue the living backside off the pair of ya!"

Sophie scratched at the back of her head, glancing away as she leaned against the railing, whilst the Doctor focused on the knobs he was twisting and the buttons he was pressing.

The woman looked past them, her eyes landing on the doors and immediately, her hands hitched up her skirts to just above her ankles, and she made a dash for the doors.

Sophie's eyes widened in alarm, "Oh no, you don't wanna do that…!" she moved away from the railing, hurrying after the redhead.

The Doctor looked up at the sound of Sophie's voice and his eyes widened, "No, wait a minute," he called after her urgently, hurrying after her himself, "Wait a minute. Don't…!"

The woman reached the doors, a moment before Sophie did and threw them open, the brunette's gloved hand coming up to catch the redheads arm just in case she tumbled out, but the woman stilled, her eyes wide with shock, her mouth falling open as she gazed out at the super nova the Tardis was still in orbit around.

The Doctor sighed lowly as he came up behind them, "You're in space. Outer space," he murmured gently, "This is my… space ship. It's called the Tardis," he explained.

Sophie eyed the woman who seemed frozen in shock as she continued to stare at the super nova, her mouth still agape, "Are you ok?"

The woman gave a silent nod, still processing as she continued to gape before she asked, "How am I breathing?"

"The Tardis is protecting us," the Doctor replied.

The woman turned to look at them, "Who are the two of you?"

"I'm the Doctor," the Time Lord introduced himself, "And this is Sophie," the petite brunette offered the redhead a friendly smile, "You?" the Doctor asked.

"Donna," she replied.

The Doctor looked Donna up and down a brow raised in question, still trying to work out how she got onboard, "Human?" he enquired.

"Yeah," Donna nodded and then paused, eyeing him as she really registered the question, "Is that optional?"

"Well," the Doctor shrugged, "It is for me."

Donna blinked, a moments silence passing as she glanced around at him again, really no more room left for surprise as she stated, "You're an alien."

"Yeah," the Doctor nodded.

Donna glanced at Sophie who was standing beside her, "You an alien too?"

Sophie pulled her gaze from the super nova to look at her again, "No…" the word trailed off, her gaze going out to the super nova again as she couldn't help but recall what the horned beast calling itself the Devil had said, 'You who doesn't even know what you are…' she frowned, resisting the urge to shiver… all those words that she'd firmly told herself were all lies having more weight now… after Rose.

Donna hugged her bare arms, rubbing her hands up and down them, "It's freezing with these doors open."

Sophie glanced at her, seeing her shivering in her sleeveless gown and she reached out closing the doors as the Doctor turned, darting back towards the console, mind racing, "But I don't understand it and I understand everything!" he shouted as Sophie started away from the doors, Donna slowly moving to step after her, "This… this can't happen!" he whirled back around to face Donna eyeing her again, "There is no way a Human Being can lock itself onto the Tardis and transport itself inside. It must be…" he spun back to the console, full of energy as he grabbed an ophthalmoscope, before turning back to Donna, leaning in close to her as he used it to look into Donna's eyes, shocking her stiff and Sophie couldn't help but wince as he continued to ramble, "Impossible. Some sort of subatomic connection? Something in the temporal field?"

"Doctor?" Sophie tried, her gaze going from Donna who'd started to visibly bristle again to the Time Lord who was still rambling his thoughts energetically.

"Maybe something pulling you into alignment with the Chronon shell," he continued seemingly not hearing her.

"Doctor," Sophie tried again, hand tangling into the ends of her hair again.

"Maybe something macro mining your DNA within the interior matrix," he rattled on, "Maybe a genetic…"

Sophie winced as Donna slapped him, the sound resounding sharply through the console room as the Doctor fell silent.

"What was that for?!" the Doctor demanded indignantly, glaring as he clutched at his throbbing cheek.

"You were being rude," Sophie told him flatly as she lowered her hand from the ends of her hair again.

"No, I wasn't," the Doctor rebutted, rubbing at his cheek as Donna glared at him just as harshly as he was glowering at her.

"Yes, you were," Sophie insisted, arms crossing over her chest, "Not to mention talking a hundred miles a minute."

"No, I…" the Doctor started to protest again.

"Get me to the church!" Donna shouted, cutting him off as she continued to fume, her eyes still narrowed into a heated glare.

"Right! Fine!" the Doctor exclaimed with annoyance as he dropped his instruments and turned back to the controls, cheek still throbbing just a bit, "I don't want you here anyway!" he groused, hands moving over the controls as he started adjusting the co-ordinates, setting them towards Earth and away from the super nova, "Where is this wedding?"

"Saint Mary's, Hayden Road, Chiswick, London, England, Earth, the Solar System," Donna rattled off and the Doctor's hands moved swiftly over the knobs, twisting them as he inputted the new information. Donna looked away from him, turning, her eyes landing on a purple blouse that was hanging over the railing. She snatched it up looking it over, glancing over at Sophie, eyeing the brunette up and down and then back at the blouse, "I knew it!" she hissed, swinging back around to face them completely again, "Acting all innocent," she strode over to the Doctor one of her hands fisted around the material of the blouse, "I'm not the first, am I?" Sophie looked over to her, eyes landing on the blouse in Donna's hands. Sophie's eyes saddened and she swallowed, recognising it immediately, "This is too big for the tiny bit of nothing over there," she gestured at Sophie with it as she came to a stop a short distance from the Time Lord, the brunette glancing down at herself with a scrunched brow, "How many women have you abducted?" she demanded to know.

"We haven't abducted any!" Sophie insisted as she raised her eyes to Donna and the blouse again as the Doctor looked up from the controls, his face falling as his eyes landed on the blouse, "Put that dow…"

"And what's your roll in this, hmm?!" Donna swung to her accusingly, making the petite brunette blink at her, "The innocent looking bait?" Sophie's brow scrunched with pained eyes still locked on the blouse Donna was waving around as she spouted her accusations, "Luring them in to be snatched. What kind of…"

"That's our friend's," the Doctor cut in quietly, still eyeing the blouse and Donna swung away from Sophie to glower at him accusingly once more.

"Where is she, then?" Donna demanded and Sophie glanced down at the floor at her feet taking in a shaky breath, "Popped out for a spacewalk?" she scoffed.

"She's gone," the Doctor murmured sadly as Sophie gave a sad nod of her head, swallowing heavily past a lump that had lodged itself in her throat.

"Gone where?" Donna demanded, looking from one to the other sharply as the Doctor adverted his gaze back down to the console and Sophie squeezed her eyes shut at the question.

"We lost her," the Doctor answered quietly after a moment, his hands tightening about the console briefly as he glanced over at Sophie, the two sharing a sad look.

"Well, you can hurry up and lose me!" Donna shouted angrily, before she paused, eyes going from one to the other, taking note of the deep sadness on their faces, the wind flew from her sails, and her voice quieted, "How do you mean, 'lost'?"

"Just," Sophie swallowed, "Just lost," she murmured softly as the Doctor straightened up, eyes dark with pain as he advanced on Donna, the redhead looking fearful for a moment as he closed in on her. He snatched the blouse from her slackened grip and rounded the console tossing it back over the railing as he went, "Right, Chiswick," he announced as he rounded the other side of the console away from Donna, his eyes meeting Sophie's, the brunette offering him a small smile, the upward curve of her lips touched with sadness. His hand briefly touched hers as he passed her, giving it a quick squeeze that she returned, before he let go going back to the controls, pressing a few more buttons, locking in the co-ordinates for Chiswick, London, England.

The Doctor reached for a lever and Sophie turned her head slightly her gaze going from the Doctor to Donna, who was still standing where she had been when the Time Lord had snatched the blouse from her hands, looking at them with remorse now.

She sighed lowly and shifted slightly closer to the console, "You uh," she began drawing Donna's gaze, "You may wanna hold on to something," she warned, a moment before the Doctor was yanking the lever down and the rotor began to rise and fall as the engines started and there was that familiar lurch as the Tardis took off through the time vortex, shaking lightly as she gathered a bit of speed.

 ***O*O*O***

Confused friends and family members, guests invited to the wedding, rushed about the church, trying to find the missing bride. The bride's mother, Sylvia pushed through the throngs her mobile pressed to her ear, "No," she spoke to the person on the other end, "She didn't run away. We're not talking jitters. She literally vanished," she exclaimed, "Now, go and check the house and see if she's there," she ordered before she hung up on them, her gaze landing on another woman amongst the crowd, "Oh Angelica, that's not helping, is it?" she questioned, "Now, smarten up."

Angelica gave a small chastised nod, "Sorry," she mumbled meekly.

Sylvia spotted Donna's fiancé in the crowd, "Lance," she called and he turned towards her, "Any sign?"

Lance shook his head, "I've looked all around and I can't find her," he replied, frowning, "Where the hell did she go?" he muttered before he turned walking back into the crowd, swiftly disappearing from view.

"Showing off, that's what she is!" she exclaimed as she turned to her husband, "First day of school, she was sent home for biting."

"Well, it's a bit more serious than that," Geoff replied with concern, "She's never disappeared before!"

"She didn't disappear, it's a trick!" Sylvia exclaimed contemptuously, "It's one of her silly little 'look at me' party pieces," her annoyed expression melted into sudden concern, "What if she's dead?" she questioned.

"Oh, don't say that!" he pleaded, not wanting to think about such a thing, before he pulled his concerned wife into a hug.

 ***O*O*O***

The Tardis wheezed sluggishly as she materialised on a London street, the door opening a moment later as Donna stepped out glancing around the street as Sophie and the Doctor stepped out after her, "I said 'Saint Mary's'," Donna huffed, glancing back over her shoulder at the Doctor with irritation, "What sort of Martian are you?"

Sophie blinked at that, glancing from the Tardis to Donna, _'Martian?'_

"Where's this?" Donna demanded.

Sophie flicked her gaze about, "Somewhere… not Saint Mary's," she shrugged, not really recognising the street they were on, at least, not from where they were standing, but… they'd definitely landed in London.

"Yes! I see that, thanks!" Donna huffed sarcastically.

The Doctor frowned with concern as he stroked the corner of the Tardis with concern, "Something's wrong with her…"

Sophie returned her attention to the Tardis, "Any idea what?" she murmured, eyeing the beautiful blue box with concern.

Donna rolled her eyes at the pair of them, huffing impatiently as she glanced about the street again, trying to work out where she was, how far she had to go to get to Saint Mary's and her dream wedding.

The Doctor shook his head thoughtfully, "It's like she's…"

Sophie placed her gloved hand against the wooden frame, as she stared at the ship focusing on her telepathic field, "Um, she feels kinda, sluggish to me," she offered.

The Doctor nodded in agreement, before his eyes widened, "Recalibrating!" he exclaimed and darted back into the Tardis. Sophie hovered by the doors peering into the Tardis with concern through the open door as she watched him rush directly to the console.

"She's digesting," he called over his shoulder to the petite brunette, his concerned gaze locked on the console.

Donna blinked, her mouth falling open as she finally looked back at the ship, and actually took note of its appearance, a blue police box instead of a spaceship like she'd been expecting. A box that was far too small to possibly be able to house the large room they'd been in.

"What is it?" the Doctor questioned as he placed a hand on the rotor, "What have you eaten? What's wrong?" he murmured, "Donna?" he called without taking his eyes off the rotor, "You've really gotta think. Is there anything that might've caused this?"

Sophie glanced over at Donna as the redhead shifted, starting to walk around the box, eyeing it with bewilderment, her gaze going back to the Doctor inside the Tardis as Donna stepped out of sight as she rounded the back of the box.

"Anything you might've done?" the Doctor continued, "Any sort of alien contacts? I can't let you go wandering off in case your dangerous. I mean, have you…" he trailed thinking, "Have you seen lights in the sky? Or… did you touch something? Something… something different? Something strange? Something made out of a sort of metal…"

Sophie glanced over at Donna again as she rounded the other side of the box lips twitching up a little in mild amusement at the bewildered look on her face. She glanced away again a bit sadly, unable to help but recall her first time in the Tardis with Rose, the blond dashing in and then out again in amazed surprise and bewildered disbelief, before she shook the memory away focusing back on the Doctor, and what was wrong with the Tardis.

"Or… who are you getting married too?" the Doctor asked as Donna came up beside Sophie opening up the other door and peering inside again, needing to check that the inside really was a big as she'd remembered it being, "Are you sure he's human?" the Time Lord continued as Donna stepped back her hands over her mouth and her eyes wide. Sophie turned to her concerned, "He's not a bit overweight with a zip around his forehead, is he?"

"It's alright," she tried to assure, "She can be a bit overwhelming to begin with…" Donna shook her head, taking a few more steps back before she turned and started away, "Oh, hold on, its ok really…" Sophie began, and the redhead broke into a run, "Wait!" Sophie called watching her with concern for a brief moment, before starting after her, "Doctor!" she called over her shoulder as she broke into a run herself.

Inside the Tardis the Doctor glanced towards the doors at the sound of Sophie calling him and immediately started for the doors at seeing the brunette hurrying after the fleeing redhead, "Donna!" he shouted after her, the redhead not pausing. Just _brilliant_. He shook his head and ran after them.

"If you could just…" Sophie tried.

"No," Donna cut her off sharply with irritation.

"Please, just wait a…" Sophie tried again.

Donna threw her an irritated glare for her persistence, "Go away," she shooed her with a snappy wave of her hand and Sophie worried her lower lip still following as the Doctor came up beside her falling into step with the two of them.

"Donna," he tried.

The redhead groaned in frustration, "Leave me alone," she told the pair of them, sparing the time to flash them another irritated look as she marched along the side of the road, "I just wanna get married."

And Sophie's gaze turned sympathetic, she couldn't even begin to imagine what the redhead was going through, walking down the aisle towards the man she loved only to find herself unexpectedly onboard the Tardis instead…

"Come back to the Tardis," the Doctor persisted.

"No way," Donna denied, not slowing her stride or bothering to look at him again, "That box is too… weird."

"It's… bigger on the inside, that's all," the Doctor tried to cajole.

"Oh!" she exclaimed derisively, "That's all?!" she sighed exasperated and shook her head, speeding up her pace, pulling ahead of her two unwanted companions.

Sophie shook her head, "She's not gonna stop," she murmured and the Doctor who'd opened his mouth to call after her again paused and turned his head to look at her, brow arching and his gaze questioning. Sophie gave him a look, a brow arching in return, "I wouldn't," she murmured truthfully, before she shook her head and sighed lowly, "If it were me," she continued a bit more heavily her gaze locked on Donna's back as they continued to follow after her, "Wild horses wouldn't keep me from getting my butt back to the church," she glanced over at him again and shot him a bit of a smile, trying to lighten her mood and chase away old thoughts… old wants… wants she'd buried and discarded as unlikely to happen, even bordering on the impossible years ago, "And, certainly not a crazy alien with a box."

The Doctor scratched at the back of his head, eyeing her out of the corner of his eye, "I s'pose not…" he muttered, before he took her hand in his, interlacing their fingers, picking up his pace, jogging a couple of steps to catch up to the redhead once again.

Donna huffed out an exaggerated, exasperated sigh at their continued persistence, before she checked her watch, "Ten past three," she murmured, her voice wavering as the backs of her eyes pricked hotly, tears threatening to well in her eyes and ruin her makeup. She blinked them back, "I'm gonna miss it."

"You can phone them," the Doctor suggested, "Tell them where you are."

"How do I do that?" Donna questioned as Sophie started digging in the pocket she remembered stuffing her mobile into.

The Doctor frowned at her in confusion, "Haven't you got a mobile?"

Sophie shook her head at him, frowning as she swapped pockets, reaching across herself and into it a bit awkwardly, the Doctor still holding her other hand, she could have sworn that she'd put it in that one…

Donna stopped abruptly and turned to him, staring at him incredulously, "I'm in my wedding dress. It doesn't have pockets. Who has pockets? Have you ever seen a bride with pockets?" she snapped at him and the Doctor blinked at her, scratching at the back of his ear as he stared at her, whilst Sophie continued to dig, "When I went to my fitting, do you think I said 'Alison, the one thing I forgot to say is give me pockets'!"

The Doctor eyed her a tad warily, "…This man you're marrying," he started, lowering his hand from his ear, "What's his name?"

Donna immediately smiled dreamily, all traces of her irritation gone in a second at the thought of her soon to be husband, "Lance."

"Good luck, Lance…" the Doctor muttered with dry sarcasm and Donna immediately bristled at his tone.

"Rude!" Sophie muttered with distraction as she continued to dig around in her pocket, searching for the small mobile that should be somewhere inside its bigger on the inside depths. Where the bleedin' hell had it gone?!

"Oi!" Donna shouted with affront, "No stupid Martian is gonna stop me from getting married," she glowered at him, "To hell with you!" she yelled indignantly, before she turned and ran on, leaving the Doctor to gape after her.

"I'm… I'm not… I'm not… I'm not from Mars," the Doctor called after her feebly and beside him, Sophie couldn't help it, she sniggered and the Doctor shot her a look, "Laugh it up, Sparks," he muttered dryly, though the corners of his lips were quirking upwards as he watched her giggle with fond eyes.

"Sorry…" Sophie continued to giggle, making a small effort to stop, but failing, "Just, ha… Martian! The Doctor, the Martian from Mars… ha," she shook her head, still giggling, why was she finding that so funny?

The Doctor blinked at her a moment, before he shook his head and pouted, "I look nothing like a Martian," he informed her.

She suddenly stopped giggling to blink at him a bit owlishly, blue eyes as curious as they were wide, "There's actual Martians on Mars?"

"Course. Species of them," the Doctor replied, "Tell you about them later if, ya like, Sparks," he told her as he took off at a run after Donna, pulling Sophie into motion with him, hurrying to catch up with the ginger.

They caught up with her on a busy street the redhead trying to hail a taxi as she ran along the side of the road, "Taxi!" Donna hollered as she spied one approaching, only for it to drive past completely ignoring her, "Why's his light on?"

"There's another one!" the Doctor called, pointing to another Taxi as it came swiftly down the road towards them, running towards it trying to catch the drivers attention, Sophie moving with him, their hands still clasped.

"Taxi!" Donna shouted a she stumbled after them and onto the road, desperately wanting it to pull over, "Oi!" she shouted after it as it drove straight past them, its 'For Hire' light on, making Donna scowl.

"There's one!" the Doctor called and started running once more, waving with his free hand, trying to catch the taxi drivers attention.

"Oi!" Donna shouted after it indignantly as it to sped past them, rather close to stomping her foot in frustration.

"Do you have this effect on everyone?" the Doctor wondered, a tad annoyed now as he eyed Donna, "Why aren't they stopping?"

"They think I'm in fancy dress," Donna muttered with a frown, tugging at her dress in dawning realization.

"We'll get one," Sophie tried to reassure the frustrated redhead as she peered at the oncoming traffic searching for another Taxi, "Oh, there's another one!" she called and pointed at the quickly approaching Taxi.

"Stay off the scotch, darlin'!" the driver called out the window at Donna, honking his horn as he drove past them.

Donna scowled after the Taxi indignantly, "They think I'm drunk!"

"You're fooling no one, mate!" A couple of men shouted out of the window of their car as they drove past.

"They think I'm in drag!" Donna exclaimed, glaring, and then glowered at the Doctor as he looked her up and down appraisingly.

"Then they're blind," Sophie huffed, frowning after the car, with the two men in it, "All of them, completely blind!"

"Hold on, hold on," the Doctor muttered glancing about the street, spying another oncoming Taxi, he raised his free hand and put his fingers between his lips and whistled, long and piercing, making Sophie and Donna wince, the redhead moving to cover her ears. And the Taxi ground to a sudden halt before them, "Right, in," he ushered them, Donna already marching forward to clamber into the back seat.

Sophie and the Doctor quickly clambered in after her, the Doctor slamming the door shut behind him, "Saint Mary's in Chiswick, just off Hayden Road," Donna instructed hurriedly, "It's an emergency, I'm getting married! Just… hurry up!"

The driver looked at her through the rear-view mirror briefly as he pulled away from the side of the road and out into the traffic, "You know it'll cost you, sweetheart? Double rates today," he reminded.

"Oh, my God!" Donna exclaimed her eyes widening with alarm and swiftly turned to the two that had clambered into backseat with her, "Have either of you got any money?"

"Um… no," the Doctor admitted and Donna turned hopeful eyes to Sophie who shook her head apologetically in the negative, "And you?" the Time Lord asked and Sophie shot him a look, whilst Donna gestured violently at her dress.

"Pockets!" she cried with exasperation.

A moment later the Taxi screeched to a halt and the three clambered out of the backseat, the Doctor slamming the door shut, "…and that goes double for your mother!" Donna shouted as the Taxi driver drove off, "I'll have him," she muttered as Sophie started digging through her pockets again, "I've got his number. I'll have him. Talk about the Christmas spirit."

"Is it Christmas?" the Doctor asked, looking about the street vaguely surprised.

"Well, duh," Donna turned to him, "Maybe not on Mars, but here it's Christmas Eve," she told him as Sophie let out a low irritated huff.

The Doctor and Donna glanced at her the Time Lord arching a questioning brow as she swapped pockets, "What are you looking for?"

"My phone!" Sophie replied, "Can't find it, and I've searched every pocket at least four times by now. Where the bleedin' hell is it!"

The Doctor shrugged, "Bigger on the inside pockets," he shrugged, "Things can get a bit lost," he murmured with a bit of a smile, "It'll turn up."

"Stupid pockets," Sophie sighed as she gave up on finding her phone.

Donna who was only paying the pair half of her attention as she looked about the street, spotted a payphone in the distance and beamed a grin, "Phone box!" she exclaimed, hitting the Doctor, before taking off, "We can reverse the charges!" she called gleefully as the Time Lord and Sophie ran after her.

"How come you're getting married on Christmas Eve?" the Doctor questioned as they hurried towards the phone box.

"Can't bear it," Donna replied, "I hate Christmas. Honeymoon, Morocco. Sunshine, lovely," she explained as they reached the phone box, the Doctor holding the door open for her and Donna stepped in, "What's the operator?" she asked, "I've not done this in years," she glanced back at them, "What do you dial? 100?"

"Um…" Sophie tried think, "Dunno, never had to use it," she sighed, before starting to pat at her pockets again, searching for her phone once more.

Donna rolled her eyes, "Honestly," she huffed, "How big can your pockets be?!" she groused just wanting to call already. She was so late!

"Big enough to swallow my phone and then some," Sophie groused lowly, eyeing her pockets with irritation, lesson learned. Do not put phone in leather jacket pockets, they might decide to make off with it to places unknown!

"They haven't swallowed it," the Doctor told her as he slipped his sonic screwdriver out his pocket and aimed it at the phone box, it whirred, "Just… just call direct," he muttered to Donna distractedly as he started to look about the street again.

Donna turned to the Doctor startled when the dial tone suddenly came from the phone, "What did you do?" she demanded.

"Something… Martian," the Doctor muttered with continued distraction, "Now, phone," he demanded, "I'll go get money! Sparks," he turned to Sophie, the petite brunette turned her head to look at him and he pointed a couple of fingers at her eyes before pointing at Donna, miming 'watch her', before he took off. Sophie followed him with her gaze as he sprinted for the nearest cash machine, coming to a stop behind the man already using it, almost immediately starting to hop from foot to foot with aggravated impatience at how slow the man was moving.

She looked away again, glancing towards Donna as she jabbed at the number keys and moved a couple of steps away from the phone booth to give the ginger a bit of privacy.

Donna punched in the last digit of her mum's mobile number and listened anxiously as the phone began to dial out, "Oh, answer the phone!" Donna yelled with frantic impatience as she waited for the call to connect.

 ***O*O*O***

Sylvia answered her mobile as it rang, bringing it up to her ear, "Hello?!" it bleeped a warning in her ear, before going quiet, she brought it away from her ear and quickly glanced at it, "Oh, no! The battery's gone!" she glanced about the guests calling, "Has anyone got a charger?!"

A short distance away, Lance stood, his mobile to his ear, "Have you tried the hotel?" he asked and got silence, he frowned, "Hello? Hello?" he glanced down at it to see it dead, the battery having died on him, "Vicar, is your phone working?" he called over to the man, "Mine's run out!"

The Vicar, already on his mobile, ignored him as he continued to address the person on the other end, "I've got one wedding about to arrive and another wedding refusing to leave, so yes, I do think it's a police matter."

 ***O*O*O***

"Mum, get off the phone and listen," Donna spoke into the phone as she was directed to her mum's message bank, "I'm in…" she looked around the street she was on eyes glancing briefly over Sophie where she stood close by, the brunette glancing back at her briefly, "Oh, my God… I dunno where I am! It's… it's a street. And there's a WH Smith… but it's definitely Earth."

Sophie sighed lowly, fiddling with her gloves, as she blinked tiredly, now that the shock and surprise of Donna's sudden appearance in the Tardis had worn off and she was standing still once more, everything was catching up to her again. Leaving her feeling emotionally drained and physically exhausted all over again.

She glanced about the street, eyes going to the Doctor as he finally managed to step up to the cash machine, the man that had been before him finally having completed his transaction. She blinked again and released another sigh, this one mildly relieved, he'd be done and be back soon with the money they needed. She glanced away again, her eyes sweeping the street grazing briefly over a row of Santas with brass musical instruments in hand. She blinked tiredly again, before she paused frowning belatedly registering what she had seen.

She glanced back with alarm, her eyes widening to see that she hadn't been mistaken, as she took in their faces, or rather the creepy Santa masks they were wearing. Creepy Santa masks that she recognised.

' _Pilot Fish?'_ She thought with confusion, as she continued to eye them, not entirely certain as she observed them, but why would they be… behind her, she heard the phone booth door open, "Donna," she called and when she didn't get any response from the ginger she turned to see her striding away purposefully, "Donna!" she hurried after her, "Where are you going? The Doctor said he was getting…"

"I don't have time to wait around for some Martian," Donna waved her off with impatience, just desperately wanting to get to her wedding, "Excuse me…" she called stopping a woman that had been walking along the street, "I'm begging you. I'm getting married, I really am and I'm late and I just need to borrow a tenner and I'll pay you back I promise and it's Christmas," Donna pleaded with her.

Sophie sighed, tugging a bit anxiously at the ends of her hair, looking over her shoulder to check on the Doctor's progress, only to see him still in front of the cash machine, _'Doctor, you might wanna hurry.'_ She projected glancing back at Donna to see the woman digging into her handbag, searching for her purse.

' _Moving as fast as I can, Sparks,'_ the Doctor assured her as he nabbed the money he'd soniced out of the cash machine and turned about to dash back towards the phone booth, when his eyes landed on the row of Santas and he paused, eyes narrowing with suspicion as he took in the Santa masks covering their faces and the brass instruments in their hands as they played 'God Rest Ye Merry Gentlemen.'

Donna ran towards the road, money clutched in hand, "Taxi!" she shouted, not paying any attention to Sophie as she hurried after her.

' _Doctor!'_ Sophie projected in warning as a Taxi actually pulled up to the side of the street in front of Donna and the ginger swiftly rattled off her desired destination to the driver.

And the Doctor began to turn at the warning as Donna turned from the driver she hadn't really looked at all to closely and shouted as she spotted him, "Thanks for nothing, spaceman!" she opened the back door of the taxi and Sophie's eyes widened as they landed on the driver, seeing the Santa hood pulled up and the tip of a white plastic beard.

"Donna," Sophie began urgently, reaching out a hand towards the ginger in the hopes of stopping her as the Doctor frowned, looking past Sophie to the driver, who slowly began to turn its head.

"I'll see you both in court!" Donna hollered at them as she slipped into the car, Sophie's fingers just missing her arm, slamming the Taxi door shut.

The petite brunette scrambled to grab the handle instead to yank it open and then, well after that she wasn't really sure what to be honest… her fingers had just hooked underneath the handle when the Taxi pulled away from the curb making her stumble forward a little, "Donna!" she shouted with alarm as she watched the car enter the flow of traffic, her eyes wide and then there was a commotion behind her and she spun to see money practically flying from the cash machine, people scrambling like mad to grab the money off the ground and out of the air, and the Doctor sprinting towards her away from the Pilot Fish Santas, that had lowered their instruments and were aiming them like weapons.

"Come on!" the Doctor called to her as he grabbed her hand.

"They've got Donna!" Sophie exclaimed with concern as they dashed around a corner and out of sight of the Pilot Fish and their weaponised instruments.

"I know," the Doctor replied as they sprinted down the street together, before they rounded another corner, heading swiftly back in the direction of the Tardis.

 ***O*O*O***

"I promise you, mate, I'll give you the rest when we get there," Donna told the driver gratefully, "Oh, I look a mess," she sighed and took off her veil, trying to catch her breath, "Hurry up!" she exclaimed.

 ***O*O*O***

The Doctor dug his free hand into one of the pockets of his suit pants, his other still firmly grasping Sophie's, yanking the Tardis key out of the pockets depths as they sprinted towards the blue box, almost slamming up against her doors in his hurry. He jabbed the key into the lock, swiftly unlocking the door, before darting inside, rattling instructions to Sophie the whole time as the petite brunette darted in through the doors after him, and rushed about the console as she followed his directives to help get them into the air and after Donna.

 ***O*O*O***

"Hold on a minute," Donna said frowning out the window, "I said Chiswick. You've missed the turning," she called to the driver as she stared out the back window at the missed turn, "'Scuse me?" she turned back to the driver who hadn't responded, or even slowed, "We should've turned off back there. We're going the wrong way!"

 ***O*O*O***

"Oi!" Sophie exclaimed with alarm as the Doctor wacked the console with the mallet he'd pulled out from its spot beneath the console after a solid thump from his fist hadn't worked, "Don't…" she trailed as the rotor started to rise and fall. She sighed, shaking her head, eyeing the rotor, "I still don't understand how that actually works!" she muttered.

The Doctor shot her a grin in response, before he was dashing around the console, "Pull that lever for me, Sparks!" he called with a vague gesture, the petite brunette immediately reaching for the lever.

 ***O*O*O***

The Taxi sped along the road, joining the motorway, a chorus of car horns blaring in its wake as it cut across lanes, missing another car by mere inches.

"What the hell are you doing?" Donna exclaimed with mounting alarm, "I'm late for the wedding. My own wedding. Do you get that?"

 ***O*O*O***

The Doctor and Sophie moved quickly about the console, the Doctor checking the progress of the Taxi that had made off with Donna on the monitor, "Sparks, adjust that knob!" he gestured quickly at one of the knobs on her side of the console, "Clockwise, about half an inch, then press the blue button," he called.

Sophie immediately moved to do so as he pressed buttons, and turned knobs on his side of the console, before yanking down a lever, eyes going to the monitor again.

 ***O*O*O***

"Turn around!" Donna yelled, "Turn this cab around right now!" she demanded, "Are you deaf or what?!" she asked lunging forward, fisting her hand around the Santa hood and pulled it down, knocking the mask off in the process, revealing a robot behind the wheel, her eyes widened in alarm and she gaped as she sat back again, shocked.

"Oh, my God," she breathed, before she turned the door starting to push against the door and window, looking for a way out, hitting the glass pane when it wouldn't budge, hoping to attract the attention of other drivers on the road, "Help me! Help me! Help me!" she shouted frantically, pummelling her hands against the window pane, "Help me! Help me!"

A man in a red van that was coming up on the Taxi as he drove along the motorway, noticed her and stared with concern, but was powerless to do anything to help her as they sped along the busy motorway.

"Help me! Help me!" Donna continued to pummel the glass frantically, "Get me out! Help me! Help me! I'm being driven by a robot!"

 ***O*O*O***

Sparks suddenly flew out of the console and Sophie flinched back from them and then stumbled as the ship tilted precariously, the Doctor snatched up his mallet again and wacked it against the console, "Behave!" he shouted at the Tardis as he hit the console with the mallet again, "Sparks, get over here!" he hollered and Sophie hurried around the console towards him, trying hard not stumble and lose her footing as the Tardis shook precariously.

 ***O*O*O***

Donna gaped in shock as the Tardis practically fell out of the sky just above her spinning through the air, a corner bouncing off the tarmac, "…You are kidding me."

In another car, two children stared out the back-window eyes wide with shock and amazement as they watched the blue box spin through the air just above the road.

 ***O*O*O***

"You've got to be kidding!" Sophie exclaimed with alarm, staring at the Doctor with wide eyed disbelief as he swiftly moved about, keeping the Tardis weaving rather precariously through the traffic.

"Nope," the Doctor replied, "It's either you, or me with string trying to pilot from the doorway, got no other options," he replied speaking quickly, even quicker than he had when he'd been pointing out the controls she'd need and what they did, "You'll be fine," he assured her, turning to her offering her an encouraging smile, "The Tardis will help you if you need her to and you'll be able to see what's happening outside on the monitor," he reminded her gesturing to the monitor that was displaying the street they were flying down and then he was dashing towards the doors and Sophie yelped, grabbing for the controls as the Tardis rocked precariously once again, "Oi! Keep her steady!" the Doctor called back to her.

"Trying!" Sophie shouted back as she yanked at the lever he'd shown her, and the Tardis shook heavily but levelled, she swallowed heavily, her eyes darting about the console and seeing that they were still a little behind the Taxi they were chasing. She took a calming breath, _'Ok girl. I know your struggling, but help me out please, as much as you can,'_ she projected to the ship and got a low tired hum and got the mental image of one of the glowing knobs and so she reached out pressing down on it, making it light up and then turned, the shaking increased as the speed did and she reached out for the lever as the image of it entered her mind, levelling her out again.

The Doctor glanced back her and his lips curved up at seeing her piloting, eyes glued to the monitor for the moment, her lower lip caught between her teeth as she concentrated on her task, before he turned back to the doors, throwing them open as they drew level with the Taxi, zooming along the street beside it, his eyes landing on Donna, seeing her hands pressed up against the window staring up at him wide eyed, "Open the door!" he shouted to her.

"Do you what?" Donna shouted back with a frown, not quite hearing him.

"Open the door!" the Doctor shouted again.

Donna shook her head, "I can't, it's locked!" she gestured at it and the Doctor pulled his sonic screwdriver from his pocket and aimed it at the door, the blue tip flashing as it buzzed in his hand, the door immediately unlocking and Donna pushed down the window, "Santa's a robot!"

"Donna, open the door," the Doctor reiterated whilst over at the Tardis' console, Sophie eyed it anxiously as something very much like a groan came from its depths and the Tardis herself, hummed sluggishly.

"What for?" Donna demanded.

"You've gotta jump!" the Doctor told her, shouting over the wind again and in the driver's seat the Pilot Fish turned its head.

"I'm not bleedin' flipping jumping!" Donna shouted back at him shrilly, "I'm supposed to be getting married!"

The Pilot Fish put its foot down and the Taxi sped off down the motorway, pulling ahead of the Tardis.

The Doctor stared after it, and called over his shoulder, "Sparks…"

"I know, I-I see it," Sophie called back, hands starting to tremble slightly, she'd never flown the Tardis on her own before… she'd only just hit buttons, twisted knobs and pulled levers under the Doctor's directives! She got another image in her minds eye from the Tardis and reached for it, "Ok, girl…" she twisted it and the Tardis lurched forward in a burst of speed and she yelped, ducking down as a small explosion came from the console followed by another, "Ooh! What did I do?! What did I do?!" she asked the Tardis with alarm, and got a strained groan from the sentient ship.

"Sparks!" the Doctor called one hand bracing himself in the doorway, as the Tardis shook threatening to spill him out the doors. He glanced back over his shoulder at her, "We're going to high into the air! You need to level her out."

"Ok!" Sophie called back frazzled, "Oh bugger, oh bugger, just… I'm sorry girl," she apologised to the ship fretfully even as the Tardis prompted her with another image and she reached out simultaneously grabbing hold of the lever yanking it down sharply and twisting another of the glowing knobs, bringing the Tardis back down to speed along the motorway again, accidentally hitting the roof of a car with an alarmed man inside it, levelling out with the taxi again, "I'm really so sorry," she murmured to the struggling ship as smoke billowed out rather heavily from the console filling the console room and drifting towards the open doors.

"That's it, Sparks, now just keep her steady," the Doctor called encouragingly as he pointed his sonic screwdriver at the Taxi again, this time aiming for the driver, disabling it, before he turned back to Donna, "Listen to me, you've got to jump."

"I'm not jumping on the motorway," Donna exclaimed stubbornly.

"Whatever that thing is, it needs you," the Doctor explained, "And whatever it needs you for, it's not good! Now come on!" he yelled.

"I'm in my wedding dress!" Donna yelled back.

The Doctor rolled his eyes with exasperation, "Yes!" he exclaimed, "You look lovely! Come on!" he urged.

Donna breathed heavily with fear, hands trembling slightly as she fumbled the door open and the Doctor reached out to her, whilst the kids in the car just ahead of them who'd been watching the whole thing with excitement, chanted 'jump'!

Donna swallowed, glancing down at the road they were speeding along, and shook her head, "I can't do it."

"Try getting her a little closer, Sparks!" the Doctor called over his shoulder and Sophie slowly twisted another knob, holding tightly to the lever, that was shaking heavily now, to keep her steady as she urged her closer murmuring apologises to the Tardis the whole time as her eyes went from the monitor to the smoke still billowing from her, her ears filled with the Tardis' groaning hums as she shuddered under her feet.

"Trust me," the Doctor urged Donna calmly, still reaching for her as the ginger perched uncertainly in the open doorway of the Taxi.

"Is that what you said to her?" Donna asked, eyes searching his, "Your friend? The one you lost? Did she trust you?"

"Yes, she did," the Doctor replied, "And she's not dead. She's so alive," he told her, yelling over the wind.

"And what about Sophie?" Donna yelled, stalling anxiously as she glanced down at the road, before looking back up at him, "She trust you?"

Before the Doctor could answer a call came from deeper in the Tardis, sounding faint as it reached them, "Yes!"

The Doctor grinned, "You hear that?" he asked Donna, "She said 'yes'! Now, jump!" he urged her again.

Donna swallowed heavily again, heart pounding, and then launched herself forward with a scream, terrified that she'd fall, colliding with the Doctor, sending them sprawling to the floor. The Tardis snapped her doors shut and guided Sophie through sending her up into the sky. The children cheering as they watched her soar up and out of view.

The Doctor scrambled up to his feet, quickly helping Donna to her feet, before dashing over to the smoking console, "Let's get her landed, Sparks!" and he started dashing about the console calling instructions to the brunette, Donna watching them, holding the railing for balance as the Tardis shook.

Another small explosion came from the console, a fire breaking out, smoking heavily, "Pull that lever, Sparks and hold it!" the Doctor shouted as he frantically turned a knob and pressed a couple of buttons.

"Did I do this?" Sophie asked, coughing a bit on the smoke that was filling the console room again as she held down the lever.

"No," the Doctor replied as his hands moved over the controls, "She's still trying to recalibrate, digest…" he frowned, "Come on Old Girl, just a bit further," he urged his ship, quickly twisting another knob.

 ***O*O*O***

Sophie coughed into her hand as she stumbled out of the Tardis and onto the rooftop they'd landed on after Donna, smoke pouring heavily out from the doors as the Doctor spluttered and coughed on it as he stood in the open doorway of the Tardis as he wielded a fire extinguisher, emptying it into the Tardis.

Donna checked her wristwatch, and let out a low sad sigh to see that it had gone half past three. The Doctor shut the Tardis doors, locking them before he turned stepping over to Sophie who'd just stopped coughing, "You ok? You didn't get burned or…?" he murmured with concern, the last small explosion that had broken out in a fire had been unsettlingly close to where she'd been at the console, helping him.

Sophie nodded, "I'm fine. No burns," she assured, tucking some of her disarrayed curls out of her face and back behind her ear.

The Doctor nodded, and his lips curved up slightly in relief, "Good," he murmured before taking her gloved hand in his, the material smudged with sooty residue from the smoke, leading them over to Donna who was staring out over the city, "The funny thing is," he called as they approached the ginger, "For a spaceship, she doesn't really do that much flying. We better give her a couple of hours…" he trailed and paused as he took in her solemn expression, "You alright?"

Donna let out another sad sigh, "Doesn't matter," she murmured quietly.

"Did we miss it?" the Doctor questioned.

Donna gave a small nod, "Yeah…" she sighed lowly.

"Oh," Sophie swallowed, her heart going out to the other woman, "I'm sorry Donna," she murmured softly.

"Well, you can book another date…" the Doctor suggested in the next moment.

"Course we can," Donna nodded in agreement still staring sadly out at the city below them.

"Still got the honeymoon…" the Doctor added in a bid to try and cheer her up and Sophie blew out a low breath.

"It's just a holiday now," Donna murmured sadly.

"Yeah…" the Doctor winced a bit at his mistake, and scratched at the back of his ear as he eyed her apologetically, "Yeah… sorry."

Donna glanced over at them, "It's not your fault, either of you," she sighed.

The Doctor blinked surprise, "Oh! That's a change."

"Still, sorry though," Sophie murmured.

Donna gave her a bit of a nod, before she sighed again, shivering a little in the cool breeze, "Wish we had a time machine, then we could go back and get it right."

Sophie shifted a little uncomfortably, glancing at the Doctor the two exchanging a guilty look. The Time Lord scratched at the back of his head again, "…Yeah, yeah," he muttered awkwardly, glancing back at the Tardis briefly, whilst Sophie twisted the ends of her hair around her fingers, "But… even if I did, I couldn't go back on someone's personal timeline. Apparently," he added as Donna peered at him suspiciously.

Donna shivered again and walked forward a couple more steps sitting down on the edge of the roof and stared out over the city again. Sophie moved to join her, sitting down on the edge of the roof beside Donna, staring out over the city with her, whilst the Doctor shrugged off his suit jacket and draped it over the gingers shoulders, before sitting down on the other side of her.

Donna tried to tug the warm material closer around her as she shivered again, "God, you're skinny," she remarked when it would only go so far, "This wouldn't fit a rat."

Sophie smiled in mild amusement whilst the Doctor blinked, "Oh," he murmured and started digging into his pocket, "And you'd better put this on," he told her as he pulled out a simple gold ring out of his pocket, holding it out to Donna.

"Oh, do you have to rub it in?" Donna groused feeling a fresh stab of pain as she eyed the band that looked a lot like a wedding ring, whilst Sophie looked up from the simple ring he was holding out to the woman who had just missed her own wedding, and arched a brow at him, eyeing him with quiet incredulity.

The Doctor glanced from one to the other and shifted a tad defensively, "Those creatures can trace you," he began to explain still holding the ring aloft, "This is a bio-damper. Should keep you hidden," he finished his explanation and Donna sighed but held out a hand fingers extended, allowing the Doctor to slip it onto one of her fingers, "With this ring, I thee bio-damp."

"For better or for worse," Donna jested and the Doctor and Sophie smiled lightly at her. Donna gave herself a mental shake after a moment's silence and glanced from one to the other and back again, "So, come on then," she prompted them, "Robot Santas, what are they for?"

"They're called Pilot Fish," Sophie replied.

"Pilot what?" Donna questioned, frowning with confusion.

The Doctor nodded, "They're your basic robo scavenger," he explained and Donna turned her gaze to him, "The Father Christmas stuff is just a disguise. They're trying to blend in. We met them last Christmas," and Sophie grimaced slightly at the memory and turned her head to look out over the city again.

"Why what happened then?" Donna asked and both the Doctor and Sophie blinked at her in surprise.

"…Great big spaceship hovering over London?" the Doctor prompted after a brief moment of silence and Donna merely continued to stare at him, "You didn't notice?"

Donna shrugged dismissively, "I had a bit of a hangover."

Sophie blinked again at that, "Oh…"

The Doctor raised his brows briefly, before he decided to shrug it off, stranger things had happened, "Sophie and I, we spent Christmas Day just over there, the Powell Estate," he nodded in its general direction, "With this family. Our friend, she had this family."

Sophie swallowed her eyes, focused in the direction she knew that Powell Estate stood, minus the Tyler's, "A brilliant, warm family," she murmured quietly.

The Doctor nodded slowly, "Well, they were…" he paused and trailed, before he sighed lowly, "Still…" he swallowed regretfully, "Gone now."

"Yeah…" Sophie sighed, her tone equally regretful as she continued to stare solemnly out over the city.

"Your friend…" Donna began cautiously, looking from one to the other again eyes sympathetic, "Who was she?"

Sophie glanced at her, words rising in her throat, only to lodge their painfully and she swallowed heavily, before turning her gaze back over the city, _'Brilliant. She was… is brilliant,'_ she thought the words that she hadn't been able to say.

"Question is," the Doctor murmured blatantly ignoring Donna's question as he changed the subject, drawing Sophie's gaze from the city again to rest on him, focusing on the change in subject, "What do camouflaged robot mercenaries want with you?" he frowned eyeing Donna contemplatively, "And how did you get inside the Tardis? I don't know…" and Donna rolled her eyes at him, something that the Doctor ignored as he pulled out his sonic screwdriver out of the inside pocket of the suit jacket around Donna's shoulders, "What's your job?"

"I'm a secretary," Donna replied.

The Doctor nodded still eyeing her contemplatively as he scanned her with his sonic, "It's weird," he murmured, "I mean, you're not special," Sophie's eyes began to widen as he rambled on, "You're not powerful, you're not connected, you're not clever, you're not important…"

"Doctor!" Sophie exclaimed, her eyebrows raised high on her brow as she stared at him in disbelief, he blinked at her, before his expression turned sheepish as he realised just what it was he'd been saying.

"This friend of yours," Donna glowered at him, affronted, "Just before she left, did she punch you in the face?"

"No…" Sophie swallowed, before glancing at Donna offering her a slight smile, "Though if you did. I wouldn't blame you…"

"Oi!" the Doctor exclaimed in protest.

"You'd deserve it," Sophie huffed, shooting him an unimpressed look, and he scratched at the back of his head sheepishly, eyeing Donna a bit warily.

Donna noticing the sonic as it's blue tip flashed at her again, glowered at it and wacked it aside, "Stop bleeping me!"

"What kind of secretary?" the Doctor hurried the conversation along as he tucked away his sonic screwdriver, rather wanting to avoid getting hit by the woman again, deserved or not.

"I'm at H.C. Clements," Donna muttered still eyeing him with irritation, before she brightened, a dreamy smile lighting up her face, "It's where I met Lance. I was temping," she told them, still smiling dreamily, "I mean, it was all a bit posh really. I'd spent the last two years at a double glazing firm. Well, I thought, I'm never gonna fit in here. And then," she sighed lovingly, "He made me a coffee. I mean, that just doesn't happen. Nobody gets the secretaries a coffee," she exclaimed, "And Lance, he's the head of HR! He don't need to bother with me! But he was nice, he was funny," she smiled lovingly again, "And it turns out he thought everyone else was really snotty too. So that's how it started, me and him, one cup of coffee. That was it," she finished her loving smile broadening into a wide dreamy grin.

"When was this?" the Doctor asked.

"Six months ago," Donna replied with another smile and Sophie blinked in surprise, she'd been expecting it to be longer.

The Doctor blinked himself, "Bit quick to get married…"

"Well… he insisted," Donna murmured, still smiling with dreamy fondness at her memories, "And he nagged… and he nagged me," and the Doctor raised his brows disbelievingly whilst Sophie, eyed Donna, quietly listening to her, her brow scrunching slightly in contemplation, "And he just wore me down. And then finally, I just gave in," she glanced at Sophie nudging her with her elbow, as she grinned, "What about you? Anyone swept you off your feet?"

Sophie blinked a tad surprised by the question, "Oh uh," she shook her head, turning her gaze back out over the city, fingers tangling in the ends of her hair again, "No…" she murmured, almost mumbled, brow scrunching again, "No one's swept me off my feet."

Donna blinked surprised, "Cute little thing like you…" she shook her head, "The worlds gone mad if you can't get a date," she sighed and beside her the Doctor shifted a touch uncomfortably on his spot on the edge of the roof.

Sophie shrugged, glancing back at her and gave her a small smile, but otherwise didn't say anything else.

"What does H.C. Clements do?" the Doctor asked, cutting in, his gaze that had been drawn to Sophie during the exchange going back to Donna.

"Oh," Donna blinked, frowning slightly at the change in subject, "Security systems, you know… entry codes, ID cards, that sort of thing," she shrugged dismissively, "If you ask me, it's a posh name for 'locksmiths'."

"Keys…" the Doctor mused.

"Anyway, enough of my CV," Donna sighed, "Come on, it's time to face the consequences. Oh, this is gonna be so shaming," she muttered, before she pinned the Doctor with a look, "You can do the explaining, Martian-boy."

Sophie glanced down smiling in amusement as the Doctor pulled a face at the ginger, "Yeah. I'm not from Mars."

Donna smiled, but nodded and the Doctor stood, helping her up, before he turned to Sophie, helping her back onto her feet as well.

Donna shrugged off his jacket and handed it back taking a started across the roof, facing a way from the Doctor and Sophie, "Oh, I had this great big reception all planned," Donna sighed as the Doctor shrugged his jacket back on in an easy motion, before taking Sophie's hand in his interlacing their fingers as they followed after her, "Everyone's gonna be heartbroken," Donna lamented, glancing back at the pair, and blinked, a brow arching upwards as she took note of their clasped hands and interlaced fingers, gaze turning slightly contemplative as she fell into step with them as the pair caught up to her, the three of them strolling across the roof together.

 ***O*O*O***

The scene that Donna, the Doctor and Sophie walked in on when they made it to the room the ginger had booked for the reception was far from that of people heartbroken and worried about the whereabouts of the missing bride, but that of revelry as the guests talked, laughed and danced merrily to the music that was blaring out of the speakers at full volume. A party evidentially in full swing under the large disco ball that had been hung from the ceiling. Donna who'd came to an abrupt halt at the sight her mouth agape, just stared in shocked silence, words escaping her. She folded her arms over her chest, eyes narrowing into a glare as her shock melted into anger. Her mother spotted her first and she froze, the rest of the guests following suit as they slowly noticed the fuming bride, leaving the reception area dead silent.

"You had the reception without me?" Donna fumed with hurt, glowering at everyone standing in front of her, staring at her with a mix of surprise and guilt, her gaze going to Lance who'd she'd spotted chatting, dancing with Nerys, before he'd turned and noticed her.

Behind Donna, the Doctor scrubbed a hand down his chin awkwardly whilst beside him Sophie shifted her stance just as awkwardly.

"Donna…" Lance began awkwardly from where he stood at the front of the silent crowd, staring at her wide eyed, "What happened to ya?"

"You had the reception without me?" Donna repeated with a frown, her voice rising a notch and Lance grimaced falling silent and he glanced away from her awkwardly.

The Doctor leaned forward slightly with a cheery grin, "Hello," he greeted cheerily breaking into the awkward silence that had descended, "I'm the Doctor and this is Sophie," he gestured to the petite brunette beside him.

And thrown suddenly under the gazes of all the guests whose eyes had shifted to them as if suddenly realising that they were there, Sophie gave them a small completely awkward wave, suddenly recalling that she was in no way dressed for a wedding and for that matter probably looked a mess, "…Hi," she mumbled, cheeks heating and she tugged awkwardly at her hair with a gloved hand, eyes catching on the smoky smudges on the material and grimaced, immediately lowering her hand again and hiding both in the pockets of her jacket.

Donna rounded on them, eyes angry, "They had the reception without me!" she repeated a third time, her tone now incredulous.

"Yeah…" Sophie murmured softly.

"We gathered that, yes," the Doctor replied.

"Well, it was paid for, why not?" a blond woman asked snootily as she eyed Donna from her spot near Lance.

"Thank you, Nerys," Donna hissed at her as she turned, glaring at the woman, whilst behind her the Doctor and Sophie blinked as they eyed the blond, recognising the name, before they exchanged a look.

"Well, what were we supposed to do?" Donna's mother demanded as she strode forward, "I got your silly little message in the end. 'I'm on Earth'?" she rolled her eyes, "Very funny. What the hell happened? How did you do it? I mean, what's the trick, because I'd love to know…"

Sophie winced as all the guest suddenly started talking at once, talking over each other in a bid to be heard descending into an incomprehensible babble of voices as they questioned Donna. The ginger stared at them for a moment, eyeing them before she burst into tears and the room fell silent, anger turning instantly to pity.

Lance stepped closer and pulled her into a hug, letting her cry into his shoulder and the guests started applauding, apart from Nerys who crossed her arms unhappily over her chest, glowering at Donna nestled in Lance's arms.

Donna shifted slightly, turning her head to wink slyly over at the Doctor and Sophie through her 'tears' and the petite brunette blinked, "Ooh," she breathed in realisation, lips starting to quirk up, "Crocodile tears, clever," she murmured quietly as the Doctor smirked, at her murmuring he glanced at her and nodded.

 ***O*O*O***

Sophie lent against the bar, the Doctor beside her, her eyes roving over the revellers lips quirking up as she watched Donna laugh as she had fun, having now joined the revellers in partying. She felt a light vibration in her pocket and absently reached into it and rolled her eyes as she pulled out her phone, the pocket evidentially having decided to suddenly give it back. She glanced at her phone taking note of the fact that it had bleeped quietly to tell her that the battery was starting to get towards low.

"Hey," the Doctor exclaimed with a smile spying the mobile in her hand, "Told you your pockets hadn't swallowed it."

"They did swallow it," Sophie insisted with a bit of a frown as she glanced at the pocket she'd pulled it out of… it wasn't the one she'd put it in, "They just decided to give it back all of a sudden." Bleedin' pockets.

The Doctor shook his head in mild amusement, "Can I?" he asked, holding a hand out for the small device.

"Batteries low," Sophie murmured as she placed it into his hand, his other hand reaching into his pocket to pull out his spectacles. Her phone bleeped again and powered down in the Doctor's hand, his spectacles half way onto his nose, "And dead," she sighed.

The Doctor frowned at it, "May have to look at it later, shouldn't have gone from low to flat that fast."

Sophie shrugged as she accepted it back from him, "Batteries don't last forever," she murmured as she slipped it back into her pocket and then grimaced a bit as she realised she'd popped it straight back into the pocket of her leather jacket. Bugger.

The Doctor cast his gaze about the people in search of another mobile or something he could use to access the internet, "Battery on that phone shouldn't wear out that quickly," he glanced back at her, "I'll check it out later," he promised.

"Ok," Sophie murmured glancing at him in turn and offering him a smile as their eyes met, and then held and the petite brunette felt her stomach do that strange flipflop, and her brow creased slightly with confusion, a flush starting to dust her cheeks.

The Doctor swallowed thickly, those three little words rising in his throat and his gaze lowered briefly to her lips, recalling Rose's words of 'Just kiss her again and make it so that she can't mistake it for a friend saying goodbye!' He flicked his gaze back up to hers, finding himself inching closer, his mind racing with the pros and cons of using this moment to let her know… to just kiss her as Rose had urged him.

Sophie stared back with mounting confusion, eyes locked with his, her heart beating oddly in her chest as it picked up speed. And then, she was stumbling forward as she was bumped into from behind and the Doctor's hands were steadying her and a woman behind her was apologising profusely, "It's ok," Sophie murmured glancing over her shoulder at the woman who apologised again before she turned to the bartender. Sophie turned to look back at the Doctor when her eyes landed on a man who had a phone in his hand, "Phone," she murmured, before she turned her eyes back to the Doctor with a smile, one that faded at the rather crestfallen expression on his face, "You did want a phone, yeah?"

The Doctor nodded, "Yeah," he agreed as he arranged his face into a smile, "I did," and Sophie blinked but returned it and he took her hand in his as he turned and started towards the man, "Patience," he murmured under his breath, there'd be a moment, a much better moment he assured himself, "Patience…"


	18. Chapter 17 The Runaway Bride Part 2

**Disclaimer:** I don't own Doctor Who. Just Sophie my o/c.

 **A/N:** A big thank you to everyone who followed/favourited and reviewed last chapter and another one to **Saberbladeprime** for prereading this chapter for me!

 **CHAPTER 17**

 **The Runaway Bride Part 2**

"Hi," the Doctor called over the music as they approached the man who was just about to put away his phone, "Would you mind if I…?" he gestured towards the man's phone. The man nodded and handed it over. The Doctor turned stepping away a little from the phones owner, releasing Sophie's hand as he reached into his pocket and pulled out his spectacles again, quickly sliding them on over his nose as Sophie shifted a little closer, peering down at the phone screen as he did a WAP search for H.C. Clements. He cast a quick furtive look around the guests milling about them before pulling out his sonic screwdriver, buzzing it discreetly at the phone speeding up the process drastically and the pair watched as the screen quickly flickered through several pages before coming to a stop with a quiet bleep with the results of the Doctors search.

'H.C. Clements, Sole Proprietor – Torchwood.'

Sophie's eyes widened at the name and then she frowned, swallowing heavily as her gloved hands clenched at her sides as the Doctor's lips thinned slightly as he pursed them, his own brow furrowing. He flicked the phone shut and stepped back over to the phone's owner returning it with a quiet murmur of thanks, before he turned back around to see that Sophie had moved and was now leaning against the bar again, fingers idly playing with the beaded blue bracelet on her wrist and hazel flecked blue eyes, distant and troubled as she stared blankly out at the people that were still merrily partying.

And his heavy hearts ached all the harder at the sight. He hated seeing her like that, in pain, he much preferred it when her eyes were alight with joy and she was smiling, grinning warmly, especially when she was grinning that warm grin at him. He sighed lowly, rather troubled himself by what they'd just learned, and started towards her as the man behind the bar spoke to her, drawing her attention, making her blink and turn around to face the bar to look at him.

"Oh, um… no, thanks," Sophie shook her head, "I'm ok," she murmured in response to the bartender's question as the Doctor came up beside her, his back against the bar scanning the reception area again as the bartender nodded and moved away to serve another person who'd stepped up to order a drink.

Sophie had only just started to turn from the bar, her gaze landing on the Time Lord when his hand was suddenly closing around one of hers, "Come on, Sparks," he murmured, thumb stroking in an almost idle motion over the back of her gloved hand as he led her away from the bar.

Sophie blinked at him and then looked past him in the direction he was leading them, her eyes landing on a cameraman who was stationed in a corner behind his video camera as he recorded the proceedings, "Oh…" Sophie breathed in realisation her eyes widening slightly, "Donna said she was halfway up the aisle…"

The Doctor glanced back at her and smirked, "Yep, and you humans do so love to record things. Weddings especially," and Sophie's lips quirked up into a smile, a small one, but a smile none the less.

 ***O*O*O***

"Oh, I taped the whole thing," the cameraman told the pair as he popped a tape into his video camera, "They've all had a look," he nodded to the guests as he fiddled with his video camera a bit setting it up, "They said 'sell it to You've Been Framed'. I said, 'more like the News'. Here we are…" he pressed play and the Doctor and Sophie watched intently as the camera focused in on Donna's happy face as she walked down the aisle, before she suddenly screamed a moment before she was disintegrated into golden particles.

"Can't be!" the Doctor exclaimed with a frown of disbelief as he eyed the small screen.

Sophie glanced at him, her brow scrunched with concern as she took in his expression, "Can't be what?" she asked.

The Doctor shook his head, "Tell you in a minute, Sparks," he murmured, before he glanced at the cameraman, "Play it again?" he requested, half certain that his eyes were playing tricks on him, but if they weren't…

"Clever, mind!" the cameraman commented as he nodded his agreement fiddling with the video camera, not seeming to notice the Doctor's alarm as he started to wind the tape back a fraction, "Good trick, I'll give her that. I was clapping," he told them as he pressed play. The three of them watching the moment again as Donna suddenly disintegrated into a shower of golden particles with a scream.

The Doctor frowned incredulously at the screen as he all but gaped in shock, "But that looks like… Huon Particles!"

Sophie's concerned frown deepened as she turned her gaze to the Doctor again taking in his complete and utter shock with a sinking feeling, whilst the confused cameraman asked, "What's that?"

"That's impossible," the Doctor muttered taking off his glasses, "That's… ancient!" he shook his head his gaze going to Sophie who was frowning up at him completely ignoring the cameraman and his growing confusion, "Huon energy doesn't exist anymore, not for billions of years!" he frowned, mind racing, "So old that…" his eyes widened and went to Donna who was dancing with Lance, gaze going to the bio-damper on her finger, "It can't be hidden by a bio-damper!" he turned and started across the reception area at a sprint, Sophie close on his heels as she dashed after him, the pair coming to an abrupt halt by a window as their eyes landed on Santa camouflaged Pilot Fish slowly approaching the building, their weaponised instruments raised.

"Oh bugger…!" Sophie breathed as she eyed them.

The Doctor took her hand in his, making sure that she was with him as he turned and sprinted back into the reception area, "Donna!" the Doctor shouted over the music as he and Sophie sprinted towards her, "Donna," he called again as they came to a stop by her making her turn to look at them, "They've found you."

Donna frowned at them, "But you said I was safe," she protested.

The Doctor shook his head, "The bio-damper doesn't work," he said urgently, "We've got to get everyone out."

"And quickly," Sophie added with equal urgency, remembering the devastation that they'd so easily caused last Christmas.

"Oh my God," Donna breathed with horror as she looked around at the all the people in the reception area, "It's all my family…"

"Out the back door!" the Doctor shouted, his hand tightening about Sophie's as he turned and led them towards the back doors at a sprint. The trio burst through the back doors only to screech to a halt at seeing two more Santas coming towards them, "Maybe not," the Doctor muttered.

"Definitely not," Sophie murmured in agreement as they turned and dashed back inside, taking the time to slam the doors closed behind them.

The Doctor and Sophie dashed over to another of the French windows, the Time Lord still keeping a grasp on her hand, Donna joining them a moment later, the three of them staring out the glass pane at two more Santas, one holding a remote between its hands.

"We're trapped," Donna breathed fearfully.

The Doctor's gaze was drawn to the remote one of the Pilot Fish was holding in its hands as it held it up. He turned staring at the Christmas Tree in the middle of the reception area, "Christmas trees…" he murmured.

Sophie paled and turned to look at it too, her heart dropping sharply and her eyes widening as she swept her gaze about the area… going from festive tree to festive tree… so many of them, "Oh bugger," she breathed again.

Donna glanced from one to the other and back again, "What about them?"

"They kill," the Doctor replied, releasing Sophie's hand as he dashed into the crowd the petite brunette and Donna following him, "Get away from the tree!" he shouted.

"All the trees!" Sophie shouted as the crowd turned to the Doctor with complete confusion, "Get away from all the trees!" she reiterated and could have groaned in desperate exasperation as not a single person moved, instead she urged a small group of confused, reluctant children away from the Christmas tree closest to her.

"Don't touch the trees!" Donna exclaimed loudly as she ushered another small group of confused children away from the tree they'd been happily gathered around.

"Get away from the Christmas trees!" the Doctor shouted again as he ushered another small group of children away from a tree as the adults continued to stand merely staring at them like they were completely batty, "Everyone get away from them!"

"Out!" Donna shouted, and turned to her future husband, "Lance, tell them!" she demanded staring at him insistently whilst he blinked at her flummoxed.

"Just move away from them!" Sophie insisted, a pleading edge enter her tone, knowing that at any moment the trees could spring to life and reap destruction.

"Stay away from the trees!" the Doctor shouted again urgently.

Sylvia rolled her eyes, "Oh, for God's sakes, the man's an idiot," she scoffed, "Why? What harm's a Christmas tree gonna… oh!" she trailed.

Sophie swallowed as the baubles floated off the trees and into the air, drifting in some kind of weird display, almost like dance. She felt a hand touch her arm, nudging her backwards away from the baubles in front of them and she glanced at the Doctor who was staring distrustfully at the floating baubles as he continued silently urging her further behind him and Sophie shifted, eyeing the baubles distrustfully herself as they hovered over everyone's heads. Whilst around them people chattered excitedly amongst themselves as they watched the baubles with wide eyed amazement and awe.

And then their excited chattering turned to screams of terror as the baubles suddenly flew at great speeds towards their heads, darting through the air and erupting in small explosions when they collided with something, panic and pandemonium ensuing as they tried to run for cover from the divebombing exploding baubles.

The presents were knocked off balance by another explosion and went tumbling to the ground, getting kicked and stomped on by the panicking wedding guests as they sprinted to and fro as the baubles continued to explode on impact.

The Doctor pulled himself and Sophie through the panicking throng, his hand tight about hers as they were jostled, the pair ducked behind cover just as an explosion sent one man high into the air and careening heavily into the wedding cake. Whilst Donna took refuge under a table, pulling Lance down with her, the air still filled with panicked screams.

The Doctor looked up over the DJ stand he and Sophie had taken cover behind to see six Santas lined up opposite it, standing in front of the bar, "Oi!" he called as he straightened up, "Santa! Word of advice," Sophie's eyes widened as she saw his sonic screwdriver in hand, "If you're attacking a man with a sonic screwdriver," he held it up with one hand as he picked up the mic with the other, "Don't let him near the sound system," he spoke into the mic and Sophie clamped her hands over her ears just before the Doctor jammed the sonic into a port on the deck making the amplifiers emit high-pitched screeching sound.

Sophie winced and pressed her hands harder over her ears even as she shifted peeking up over the DJ stand herself, her eyes widening again at seeing the Pilot Fish being shaken to pieces by the vibrations caused by the sound waves coming from the amplifiers. The sound stopped as the Doctor removed the sonic from the port in the deck and Sophie lowered her hands from her ears with relief as the screeching amplifiers went silent, straightening up completely as the Doctor ran out from behind the stand and over to the fallen Pilot Fish, Sophie followed rubbing briefly at her ears that were ringing faintly as people started edging out of their hiding places, peeking to see if it was safe before moving to pick themselves up.

The Doctor glanced at her as he knelt down in front of the fallen pieces of the Pilot Fish, "You alright?"

Sophie nodded, "Yeah, fine…" she murmured as she lowered her hand from her ear, "I'll be better when we find out why these things are after Donna," she glanced about the reception area as shaken people continued to get to their feet, thankfully it didn't look like anyone had been seriously injured, she turned her gaze back to the Doctor, "And why they need her so badly that they attacked all these people just to try and get her…"

The Doctor nodded his agreement, his attention returning to the pieces, "Well, let's have a look," he murmured.

"Alright, Stan…" Geoff said reassuringly as he helped the rather shaken Stan to his feet, "You'll be alright. It's all over."

"Michael? Connie?" Donna ran over to a few of the children checking on them, "Oh, Senita, do something useful," she sighed before she turned her gaze landing on the Doctor and Sophie as he picked up a controller that one of the robots had been holding, the pair looking at it, their heads together as they murmured quietly to each other.

"But what is it?" Sylvia asked her daughter with concern as she pointed at the downed things in Santa costumes, "What were they?"

"Just stop wittering," Donna muttered as she started towards the Doctor and Sophie, "Just help 'em," she gestured around at her shaken family and friends.

"Something off with the head?" Sophie asked as the Doctor examined the metal head in his hands closely, "Uh…" she blinked and then grimaced before she turned her gaze to the Doctor's face, "No pun intended."

The Doctor smirked mildly amused, "Something not quite right," he replied as he continued to examine the innerworkings of the Pilot Fish's head, his eyes caught on something as Donna came to a stop slightly behind them and he glanced back at her briefly, "Look at that," he held up the handheld remote to show Donna he was still holding, gripping it along with the head, "Remote control for the decorations, but there's a second remote control for the robots," he looked back down at the head in his hand and pointed it out to Sophie who shifted a little closer to have a look at it, "They're not scavengers anymore," he explained and Sophie frowned with growing concern, "I think someone's taken possession."

"Never mind all that," Donna waved off his explanation as she cut in, "You're a Doctor, people have been hurt."

"Nah," the Doctor shook his head and reached down for a bauble that was sitting in the crook of a metal arm, "They wanted you alive, look," he threw it to her, the ginger catching it with a frown, "They're not active now."

Donna frowned as he turned his attention back to the head, "All I'm saying, you could help," she grumbled.

"Gotta think of the bigger picture…" the Doctor muttered as he held the head to his ear, listening intently, whilst Sophie glanced about the reception area at the people.

Her gaze went back to Donna, "I don't have any First Aid training," she began apologetically, "But I started carrying some bandages and the like around with me a while ago…"

"There's still a signal!" the Doctor exclaimed cutting Sophie off. He leapt to his feet, snagging Sophie's hand, pulling her up and into a run as he darted for the door.

"I was gonna give her some bandages," Sophie muttered.

The Doctor shook his head, "No time, Sparks. Can't lose the signal," he glanced at her taking in the concern on her face, "The paramedics will be able to help 'em when they arrive. Someone's no doubt called them by now."

Sophie nodded.

Donna gaped after them a moment, before she moved to follow only for her mum to waylay her, "Donna, who are they?" Syliva asked with a frown, her voice wavering fearfully, "Who are they?" she asked again when her daughter didn't answer.

Donna remained silent, not having an answer that her mum would find acceptable, and aside from that, she honestly didn't really know. So, instead she turned and ran after them, leaving her mum and Lance, who'd been standing a short distance away, to stare after her.

 ***O*O*O***

Sophie and the Doctor darted outside, the Time Lord releasing Sophie's hand to pulled out his sonic screwdriver again, adjusting the settings quickly as Donna hurried out the doors and over to them as he started scanning it over the head, "There's someone behind this," he muttered, "Directing the robo-forms."

"But why is it me?" Donna asked with a frown, "What have I done?"

"We don't know," Sophie murmured softly as she glanced at the ginger, who was staring at them wanting answers.

"But if we find the controller," the Doctor began as he started aiming the sonic around in different directions trying to trace the signal he'd gotten from the helmet, "We'll find that out," the sonic screwdriver bleeped, "Ooh!" he breathed looking up as he lifted his arm, aiming the sonic into the sky as he followed the signal, "It's up there. Something in the sky."

Sophie and Donna followed the aim of the sonic screwdriver with their eyes, the three of them staring up at the sky, eyes squinted against the sun.

 ***O*O*O***

Inside a spaceship, that was shaped like a seven-point star and designed much like the web of a spider.

A spaceship that was in orbit high above the Earth, a monitor displayed the three that were standing, staring up into the sky, the tip of an enormous red claw taped against the monitor, "Clever, clever, clever boy," a raspy feminine voice hissed, "Eat you all up snicker snacker, travelling man. He shall come to me with a pretty little travelling snack and the beautiful bride. Such secrets to unlock! I shall descend upon this Earth and shine!"

 ***O*O*O***

The Doctor frowned and lowered his arm, and gave his sonic a bit of a shake, "I've lost the signal," he muttered to Sophie before he turned and hurried over to Donna, Sophie moving with him. The ginger having moved a short distance away to check on her family and friends as they were treated by the paramedics that had arrived in the ambulance that was now parked outside the hotel the reception had been booked into, "Donna, we've got to get to your office," he told her hastily, "H.C Clements. I think that's where it all started," he stated as Donna frowned. The Time Lord turned to Donna's fiancé as he walked up to the ginger, "Lance! Is it Lance?" the man barely had time to nod before the Doctor continued, "Can you give us a lift?"

The Doctor didn't wait for an answer as he grabbed Sophie's hand and darted off, leaving Lance to stare after him, mouth opening and shutting in shock. Donna grabbed him and pulled him into a run, hurrying to catch up to the Doctor and Sophie, determined now to get to the bottom of just who was after her and why.

 ***O*O*O***

The Doctor, Sophie, Donna and Lance arrived at H.C Clements and ran into the building, Donna leading them through the lobby and up to the third floor of the large building where her desk was situated. The Doctor immediately dashing around the gingers desk, leaning over her office chair to the computer, "This might just be a locksmiths," the Doctor said as he worked at the computer, "But H.C Clements was brought up twenty three years ago by the Torchwood Institute," he informed Donna and Lance.

Donna frowned in confusion, "Who are they?"

"A secret organisation with way too much money on their hands," Sophie muttered in response, swallowing heavily as she leaned against the back of Donna's desk.

"They were behind the battle of Canary Wharf," the Doctor explained his hearts clenching painfully at the mention and he glanced briefly over at Sophie to see her playing with the beaded bracelet on her wrist again, before he glanced over at Donna as the ginger remained silent, just staring at them in confusion, "…Cybermen invasion," he prompted her and got more silent confusion, "Skies over London full of Daleks?"

"Oh," Donna blinked, "I was in Spain."

The Doctor stared at her, his brows raised, "They had Cybermen in Spain," he informed her and Donna shrugged.

"Scuba diving," she replied with a shrug and Sophie blinked at her in surprise, her brows rising a touch incredulously, somehow, she really had managed to miss both alien invasions.

The Doctor shook his head, "That big picture, Donna," he sighed, "You keep on missing it," he darted over to another computer, frowning as he moved his fingers over the keys typing quickly as he focused again, "Torchwood was destroyed," he continued as Sophie, Donna and Lance moved to join him, "But H.C. Clements stayed in business. I think… someone else came in and took over the operation," he frowned and hit the top of the monitor in frustration when it wouldn't load quick enough for his liking.

"But," Donna frowned, "What do they want with me?"

The Doctor turned to her, giving her his full attention as he began to explain, "Somehow you've been dosed with Huon energy. And that's a problem because Huon energy hasn't existed since the Dark Times. The only place you'd find a Huon particle now is a remnant in the heart of the Tardis," he paused blinking in sudden realisation, "See? That's what happened!" he exclaimed, and Donna and Lance stared at him in confusion whilst Sophie stared at him curiously, "Say…" he spun and snatched a mug up of the desk, before turning back to them with it, "That's the Tardis," he picked up a pencil, "And that's you," he held it up, "The particles inside you activated. The two sets of particles magnetised and 'whap'!" he exclaimed and dropped the pencil dramatically into the mug, "You were pulled inside the Tardis."

Donna blinked and then looked up at the Doctor, small frown furrowing her brow, "I'm a pencil inside a mug?" she questioned flatly.

"Yes, you are," the Doctor grinned, "4H. Sums you up."

Sophie shook her head as she eyed him, _'You're gonna get slapped again if you're not careful,'_ she warned him.

The Doctor blinked as the thought reached him and glanced at her, and she looked pointed down at the mug and pencil in his hand. The Doctor glanced down at it too and scratched at the back of his head, _'Ah,'_ he placed the mug with the pencil inside it back down on the desk and quickly turned to Donna's fiancé, "Lance? What's H.C Clements working on?" he asked, "Anything top secret? Special operations? Do not enter?"

"I don't know," Lance exclaimed defensively, "I'm in charge of personnel. I wasn't project manager," he huffed and Sophie started to frown at his reaction whilst the Doctor turned back to the computer, seating himself in the chair as he pulled out his sonic screwdriver and held it to the screen of the monitor, "Why am I even explaining myself?" Lance continued to huff defensively as the sonic screwdriver whirred softly and instantly brought up the page the Time Lord was looking for, "What the hell are we talking about?"

"They make keys," the Doctor murmured as Sophie shifted to peer over his shoulder at the monitor as he used the mouse to bring up a 3D plan of the building, "And look at this, Sparks," he continued as Donna shifted to peer over his other shoulder, "…We're on the third floor."

Donna blinked glancing at the pair, "Who's 'Sparks'?"

Sophie sighed, "That'd be me," she muttered as the Time Lord got up.

"Brilliant nickname," the Doctor commented as he started away.

"You seem to be the only one who thinks so," Sophie commented dryly as she followed him away from the computer.

"You like it, you said so," the Doctor rebutted and Sophie rolled her eyes, but couldn't say anything as she had indeed said so, and she did… a little. Still didn't get where he'd pulled it from, he still hadn't told her. Foxy Git.

"Aww…" Donna cooed softly, "Aren't they cute," she murmured and smiled at Lance, "Don't you think so?" she asked him and Lance gave her a half-hearted smile and a nod, "I'll bet you twenty quid they'll be a thing before the months out."

Lance arched a sceptical brow at her, but otherwise merely shook his head uninterested as they followed after Sophie and the Doctor through the office and over to the lift.

"Underneath reception, there's a basement, yes?" the Doctor questioned a moment before the lift pinged and the doors slid open and the Doctor walked into the lift, Sophie a step behind him, "Then how come when you look on the lift, there's a button marked 'lower basement'?" he observed pointing to it, "There's a whole floor which doesn't exist on the official plans. So what's down there, then?"

Sophie tugged at the ends of her hair as she eyed the button marked 'lower basement' or 'LB' as it were. If it was something Torchwood had wanted to hide… she doubted it could be good, her teeth sank into her lower lip harshly as an image of Rose hanging on for dear life to the lever as the powerful wind sucked at her, before she lost her grip and was pulled backwards, the open breach pulling her in… flashed across her mind, making her wince and her heart ache again with a fresh wave of pain.

"Are you telling me this building's got a secret floor?" Lance scoffed as he eyed the two in the lift.

"No," the Doctor stated before continuing on, correcting Lance, "I'm showing you this building's got a secret floor."

"It needs a key," Donna observed as she nodded at the slot where a key card would go.

"I don't," the Doctor replied pulling out his sonic screwdriver again.

"Helps to be a Martian," Sophie hummed and the Doctor grimaced as he flashed the sonic over the 'LB' button.

The Doctor shot her a look, "Not a Martian, look nothing like a Martian," and Sophie blinked at him all innocence and he rolled his eyes, "Sometimes I wonder if I was a bad influence on you," he muttered, without any heat.

"Hmm," Sophie nodded with a serious air, "Me too."

"Oi!" the Doctor protested, she hadn't been meant to agree! He eyed her as she smiled in amusement, a pale shadow of her usual sparkle in her hazel flecked blue eyes as she looked at him, "Cheeky," he muttered with a shake of his head, lips quirking upwards before he turned to look at Donna and Lance who were watching them, "Right then, thanks you two, Sparks and I can handle this. See you later."

"No chance, Martian," Donna contradicted and the Doctor sighed at the name, honestly, he wasn't a Martian, "You're the ones who keep saving my life," Donna continued as she stepped into the lift with them, "I ain't letting either of you out of my sight."

The Doctor eyed her, but didn't argue, instead reached for the button, "Going down."

"Lance?" Donna called, staring rather pointedly at her fiancé who'd made no move to join them.

"Maybe I should go to the police," Lance tried, hesitating.

"Inside," Donna ordered and Sophie smiled with amusement, a hand coming up to try and hide it as Lance nodded rather meekly and joined them in the lift.

"To honour and obey?" the Doctor questioned lightly, his lips curved up in an amused smirk as he pressed the button.

"Tell me about it, mate," Lance groaned with a huff.

"Oi!" Donna glared sharply at the pair of them.

Sophie shook her head as the doors pinged closed, "Rude," she sighed.

Donna glanced back at her and then eyed the Doctor as the lift slowly began to descend, "He's like that often, is he?" and Sophie nodded.

"Oi!" the Doctor protested and then pouted falling silent as Sophie arched a brow and levelled a pointed look at him.

 ***O*O*O***

"The bride approaches," the raspy female voice hissed as the owner of the voice watched the proceedings on the monitor on her large weblike ship, "She is my key."

 ***O*O*O***

The lift came to a stop with a ping and the doors slid open. The Doctor, Sophie, Donna and Lance stepping out of it and into a long dark, dank corridor that was dimly lit with a green light that gave it an eerie glow.

Donna looked around, frowning uneasily, "Where are we? Well, what goes on down here?" she demanded.

"Corridor, lower basement," Sophie murmured in response pulling her gaze from the dank eerie corridor to glance over at Donna, "And… no idea."

The Doctor smirked in amusement, "Let's find out…" he murmured and started down the corridor, Sophie, Donna and Lance following him.

"Do you think Mr. Clements knows about this place?" Donna asked after a moment of silence, her gaze still flitting about the corridor.

"The Mysterious H.C Clements?" the Doctor nodded, "I think he's part of it."

"Be kind of strange if he didn't," Sophie murmured in agreement.

The Doctor paused as his eye caught on something, "Oh, look… transport," and Sophie, Donna and Lance followed his gaze to see three Segway scooters that had been left in the corridor.

A couple of moments later the three scooters were trundling along the corridor, Sophie standing behind the Doctor her arms wrapped about his slim waist. Donna glanced over at the others and couldn't help but laugh in amusement at the ridiculousness of it, the Doctor and Sophie soon joining her, whilst Lance merely stared at them with confusion, not getting what they were finding so funny all of a sudden.

They continued on down the corridor, laughter tampering off into silence as they went further and further, until they came upon a door marked 'Torchwood – Authorised Personnel Only'. The Doctor stopped the scooter and Sophie shifted, stepping back off the scooter so that the Doctor could step off himself, Donna and Lance getting off their own as the Doctor strode over to the door, hands immediately going to the wheel, turning it to get it open.

He pulled open the door and peered in to see a ladder, he turned back to the others, "Wait here," he told them seriously, "Just need to get my bearings. Don't…" he focused on Donna and Lance, eyeing them seriously as he pointed at them sternly, "Do anything. Sparks," he turned to Sophie, "Don't let 'em go anywhere," he turned back to the ladder as Sophie gave him a nod, grasping hold of it, before starting up the rungs.

"You'd better come back," Donna called after him as she watched him climb up the ladder.

"Couldn't get rid of you if I tried," the Doctor called back, just before he disappeared from view.

"You don't have to worry about him not coming back," Sophie assured her, as she turned her gaze from the ladder to look at Donna, "It's him being late, that you gotta worry about."

"Oi!" they heard the Doctor call down from somewhere above them, evidentially having still been close enough to hear her.

Donna and Sophie smiled in amusement, their eyes returning to the ladder as they waited for the Doctor, while Lance turned to the ginger, "Donna… have you thought about this?" he asked quietly, "Properly? I mean, this is serious! What the hell are we gonna do?"

"Oh," Donna blinked turning to him, her smile now fond, "I thought July," she murmured, not having really been listening to the entirety of his question.

 ***O*O*O***

The Doctor climbed until he reached the top, the ladder ending at a sealed manhole. He reached up to it and turned the wheel, swiftly unsealing it before pushing it open. He clambered through the hole and out into the daylight, his eyes landing on the Thames, having come out on top of the Thames Flood barrier.

 ***O*O*O***

The Doctor jumped off the last rung of the ladder and turned to Sophie, Donna and Lance, "Thames Flood barrier!" he exclaimed, "Right on top of us. Torchwood snuck in and built this place underneath."

"What, there's like a secret base hidden underneath a major London landmark?" Donna asked, her brows raised incredulously.

"I know!" the Doctor exclaimed with faux outrage, "Unheard of," and Sophie shook her head shooting him an amused look, that had him winking at her before he started away, heading for another door at the end of corridor, the petite brunette following him as Donna gaped at them, before moving to follow them, Lance sighing out a low breath full of reluctance as he grudgingly did the same.

They walked through the door and entered another room, a laboratory that was filled with massive test tubes the liquid inside them bubbling away, and other pieces of chemistry equipment set up throughout it.

"Oh, look at this," the Doctor exclaimed with excitement as they looked around at the many bubbling tubes, "Stunning!"

Sophie gave a slow nod, her brow scrunched as she eyed the test tubes, "Looks like someone's been kept busy," she murmured.

"Particle extrusion!" the Doctor nodded as he stared at the tubes amazed.

"What does it do?" Donna asked with a frown as they slowly moved past massive bubbling tube after massive bubbling tube.

"Particle extrusion," the Doctor repeated.

"I know that you think you're being clear," Sophie told him with mild exasperation as she eyed his back, "But really that tells us noth…" she cut off abruptly as the Doctor suddenly stilled and she almost bumped into his back.

"Hold on…" he muttered as he eyed another set of bubbling tubes, before he darted over to it, peering closely as he tapped the glass, "Brilliant. They've been manufacturing Huon particles," he expounded as Sophie, Donna and Lance walked over to him, "In case my people got rid of Huons, they unravel the atomic structure."

"Your people?" Lance asked as he eyed the Doctor, "Who are they? What company do you represent?" he questioned and Sophie who'd already been frowning with concern at the bubbling liquid in the tubes, glanced over at Lance, her frown deepening as she eyed him, his future wife was being dosed with Huon particles and he was asking about what company the Doctor was with…? That just didn't seem right to her.

"Oh, I'm a freelancer," the Doctor murmured with distraction as he continued to examine the massive tubes, "But this lot are rebuilding them. They've been using the river! Extruding them through a flat hydrogen base so they've got the end result, Huon particles in liquid form," he explained and picked up a small test tube full of the liquid Huon particles.

"And that's what's inside me?" Donna murmured eyeing the tube in the Doctor's hands, he gently turned the knob on the top and the contents of the tube glowed gold, and Donna along with it, "Oh, my God!" the ginger exclaimed her eyes wide with alarm.

"Because the particles are inert, they need something living to catalyse inside and that's you," the Doctor murmured as he turned the knob off again making the particles and Donna stop glowing, "Saturate the body and then… ha!" Donna and Sophie jumped at the sudden exclamation, but the Doctor hardly noticed as he continued on with enthusiasm, "The wedding! Yes, you're getting married, that's it! Best day of your life, walking down the aisle, oh, your body's a battleground! There's a chemical war inside!" he exclaimed and Donna looked down at herself whilst Sophie stared at him brow arching as he babbled on excitedly, "Adrenaline, acetylcholine, wham go the endorphins, oh you're cooking! Yeah, you're like a walking oven!" Sophie's arched brow turned incredulous and Donna bristled as he rambled on with increasing enthusiasm, "A pressure cooker, a microwave, all churning away, the particles reach boiling point, shazam!"

Donna slapped him.

"What did I do this time?!" the Doctor demanded indignantly, frowning at the glowering Donna, his cheek stinging sharply once again.

"Your choice of analogy was horrible," Sophie grumbled her arms crossing over her chest as she eyed him, her brow furrowed.

"Are you enjoying this?" Donna demanded before the Doctor could do more than blink in response to Sophie's words and he relaxed his tense annoyed posture, his expression turning sheepish and his eyes apologetic as he stare at the indignant ginger. Donna took a calming breath, continuing to eye him as she stepped towards him, "Right, just tell me, these particles, are they dangerous? Am I safe?"

"Yes!" the Doctor replied quickly, too quickly to be really convincing.

"Doctor…" Donna began cautiously as she tilted her head at him slightly, eyeing him anxiously, "If your lot got rid of Huon particles… why did they do that?"

"Because they were deadly," the Doctor replied as gently as he could and Sophie's teeth sank into her lower lip with concern.

"Oh, my God…" Donna breathed trembling with fear, her eyes widening with it as she stared at the Doctor.

"I'll sort it out, Donna," the Doctor promised, "Whatever's been done to you, I'll reverse it. I'm not about to lose anyone else."

Sophie gave a nod of agreement, "Neither of us are," she murmured with conviction, a moment before crashes and bangs sounded and they glanced around, searching for the source of the noises that seemed to be coming from all around them.

"Oh, she is long since lost," a raspy female voice hissed through the air and one of the walls slid upwards to reveal a secret chamber with an enormous round hole in the floor, "I have waited so long, hibernating at the edge of the universe…" Lance's eyes widened with horror, before he turned and dashed for the door, slipping out it and back into the corridor, "Until the secret heart was uncovered and called out to waken!"

Armed robots covered in black hooded robes filed in along the walls of the chamber, guns pointed towards the Doctor, Sophie and Donna…

 ***O*O*O***

Lance ran along the corridor as fast as he could, making it back to the door marked 'Torchwood – Authorised Personnel Only' the three Segway scooters still parked outside it, and twisted the wheel as fast as he could, getting the door open.

 ***O*O*O***

"Someone's been digging…" the Doctor commented as he peered down the hole, Sophie coming to stand beside him squinting a bit as she peered down into the deep shaft, "Oh, very Torchwood. Drilled by laser," the Doctor continued and Sophie grimaced slightly as she frowned, "How far down does it go?" he wondered.

"Down and down," the female voice rasped through the air again, "All the way down to the centre of the Earth!"

"Really?" the Doctor blinked in surprise and looked up, "Seriously? What for?"

"Dinosaurs," Donna suggested as she shuffled forward to join the Doctor and Sophie by the enormous hole in the floor.

The Doctor frowned and glanced at her in confusion, "What?"

"Dinosaurs?" Donna repeated.

"What are you on about, dinosaurs?" the Doctor questioned, still frowning at the ginger in incomprehension.

"I think," Sophie murmured as she glanced across the Doctor to Donna who was staring earnestly at the Doctor, "She's referring to a movie…"

"What?!" the Doctor repeated a touch incredulously as he glanced at Sophie.

Donna nodded and smiled, "Yeah, that film, Under the Earth, with dinosaurs," she prompted the Doctor who turned his head to look at her, frowning at her again, "Trying to help," she huffed at the disbelief on his face.

"That's not helping," he grumbled.

"She's got a point though," Sophie murmured and the Doctor shot her a disbelieving look, "It may not be dinosaurs but," Sophie swallowed as she lowered her gaze from the Doctor to the deep shaft in front of them, "Something has to be down there… why else would Torchwood have drilled a hole?"

The Doctor nodded in agreement, his own gaze going from Sophie to the shaft, his brow furrowing pensively.

"Such a sweet couple," the female voice rasped again almost cooing at them mockingly, "And, all so clever," the voice continued as the Doctor and Sophie looked up again.

The Doctor frowned towards the ceiling, "Only a madman talks to thin air and trust me, you don't want to make me mad. Where are you?"

"High in the sky, floating so high on Christmas night."

"I didn't come all this way to talk on the intercom. Come on, let's have a look at you!" the Doctor commanded.

"Who are you with such command?" the raspy female voice hissed in response, irritation darkening its tone.

"I'm the Doctor."

"Prepare your best medicines, doctor-man," the raspy female voice hissed through the air, "For you will be sick at heart."

There was a flash of the light across the room from them in the next instant and Sophie's eyes widened and she inhaled sharply as a large figure appeared, it's red body that of a spider, its torso that of a woman and a large red head with all of six eyes, that Sophie could see. The large creature snarling and growling at them, with a mouth full of sharp looking fangs.

The Doctor stared with disbelief, "Racnoss…" he muttered, "But that's impossible, you're one of the Racnoss!" he exclaimed, his mouth agape.

"Empress of the Racnoss," she corrected, baring her fangs at the three all so tiny people across from her.

 ***O*O*O***

Lance hurried up a ladder, before running swiftly down a corridor, pausing only a moment as his eye caught on an axe. He snatched it up and ran on…

 ***O*O*O***

"If you're the Empress," the Doctor began his brow furrowing pensively, "Where's the rest of the Racnoss? Or… are you the only one?"

"Such a sharp mind," the Empress hissed.

"That's it, the last of your kind," the Doctor murmured with a nod, "The Racnoss come from the Dark Times," he began to explain as he glanced from Sophie to Donna, "Billions of years ago, billions. They were carnivores, omnivores," he corrected himself, wary eyes going back to the Empress across the room from them, "They devoured whole planets."

Sophie blinked, frowned and then paled, before swallowing heavily as she eyed the large spider-like alien warily. Normally, she was ok with spiders, wasn't their biggest fan by any means, but she could deal with them, but an enormous spider creature that could and would eat you… a cold shiver ran down her spine.

"Racnoss are born starving," the Empress hissed at them, it's many eyes narrowing on them, "Is that our fault?"

"They eat people?" Donna asked, horrified, taking a small step back as she took a heaving breath as fear clawed at her.

"H.C Clements, did he wear those… those erm, black and white shoes?" the Doctor asked and Sophie glanced at him, before following his gaze upwards. Her eyes widening with horror as her gaze caught on a pair of shoe clad feet sticking out of a web on the ceiling.

"He did," Donna nodded, "We used to laugh," she smiled a bit at the memory, chuckling lightly, "We used to call him the fat cat in spats," she told them. The Doctor nodded grimly, before he pointed at the ceiling and Donna looked up and gasped horrified at the familiar pair of shoed feet that were hanging down from the webbing, "Oh, my God!"

"Mm, my Christmas dinner," the Empress hummed contentedly, before cackling at them.

"You shouldn't even exist!" the Doctor shouted at her, frowning, "Way back in history, the fledging Empires went to war against the Racnoss, they were wiped out."

Movement on the balcony above the Empress drew their gazes and their eyes landed on Lance as he crept quietly out of door and out onto the balcony, an axe in hand, noticing their gazes he quickly motioned for them to stay silent.

"Except for me," the Empress hissed as the trio's eyes returned to her, seemingly completely oblivious as Lance crept quietly along the balcony.

"But that's what I've got inside me," Donna spoke up, swallowing down her fear of the enormous spider creature as she tried to keep her distracted from her approaching fiancé, the man she loved with all her heart, "That Huon energy thing," the Empress made as if to turn her head, "Oi!" Donna called loudly, taking a step forward, "Look at me, lady, I'm talking!" and the Empress shifted her head back ever so slightly, her many eyes focusing on the ginger, "Where do I fit in?" she demanded, "How comes I get stacked up with these Huon particles?"

Lance reached the stairs and started down them, his axe at the ready, and the Empress made as if to turn her head again to look.

"Look at me, you!" Donna shouted again, making the Empress pause again, "Look me in the eye and tell me."

"The bride is so feisty!" the Empress remarked, her lips curving up into a smirk that was almost amused as she stared down at the tiny human, that was demanding her attention.

"Yes, I am!" Donna declared as Lance crept closer and closer the red fire exe at the ready, "And I don't know what you are, you big… thing. But a spider's just a spider and an axe is an axe! Now do it!" she shouted at Lance.

Lance started to swing the axe and the Empress swung around to face him, fangs bared as she hissed at him. And then, at the last moment, Lance stopped his swing, glanced around at Donna and burst out laughing, the Empress laughing along with him.

"That was a good one," Lance turned to the Empress still chuckling as Donna watched on with confusion, "Your face!"

"Lance is funny," the Empress hissed, still chuckling herself.

"What?" Donna asked, still not understanding, not wanting to understand as she stared up at the man she was gonna marry and the large creature he was laughing with.

"I'm sorry," the Doctor murmured softly.

Sophie swallowed, her heart hurting for the ginger as it continued to sink sharply in her chest, aroused earlier suspicions now confirmed for the petite brunette, she'd been hoping she'd been wrong when the man had appeared on the balcony with that axe, "Really, very sorry," she murmured sincerely.

Donna glanced over at them, "Sorry for what?" she demanded of them, before she turned back to her fiancé, "Lance, don't be stupid!" she shouted, "Get her!"

"God, she's thick," Lance commented as he stared down at her, eyes full of derision and pity, and Donna's face fell, stunned, hurt, confused by what was happening, "Months I've had to put up with her. Months. A woman who can't even point to Germany on a map."

Donna glanced from Lance to the Doctor and Sophie, and then back again, "I don't understand," she murmured with incomprehension, her mind whirling painfully.

"How did you meet him?" the Doctor asked her gently.

Donna frowned again as she glanced at him, "In the office."

"He made you coffee," the Doctor murmured and Sophie squeezed her eyes shut for a brief moment gloved hands clenching into fists.

"Every day," Lance rolled his eyes at her, speaking as though he was talking to an idiot, "I made you coffee."

"And," Sophie murmured softly, gently, glancing at Donna again, "No one makes the secretaries coffee," she reminded her of what she'd said on the roof top and Donna's eyes began to widen with the horrible realisation.

"You had to be dosed with liquid particles over six months," the Doctor explained as gently as he could.

"He was poisoning me," Donna breathed, pained.

The Doctor turned to Lance, brown eyes hard, "It was all there in the job title, The Head of Human Resources."

"This time – it's personnel," Lance jested before laughing at his own joke, the Empress' hissing laugh joining his.

Sophie folded her arms over her chest, frowning as she eyed him, "You're not funny!" she muttered, swallowing again. No, he was cruel.

"But…" Donna's voice caught in her throat and she swallowed as she blinked back the tears that were pricking the backs of her eyes, "We were getting married."

"Well, I couldn't risk you running off," Lance scoffed as he shrugged, the pity that had been his eyes disappearing as he glared down at her, "I had to say 'yes'. And then I was stuck with a woman who thinks the height of excitement is a new flavour Pringle. Oh, I had to sit there and listen to all that yap, yap, yap…" he bemoaned, "'Oh, Brad and Angelina… Is Posh pregnant?' X Factor, Atkins Diet, Feng Shui, split ends, text me, text me, text me, dear God, the never-ending fountain of fat, stupid trivia."

Sophie flinched at the amount of venom in his voice as he sneered his abuse at Donna, she glanced over at Donna, to see her staring with increasing hurt and confusion up at the man and she shifted, moving around behind the Doctor to come to stand on the other side of Donna, taking her lightly trembling hand in her gloved one, gently at first, allowing the other woman the chance to pull away if she didn't want to be touched in that moment, but when Donna's hand tightened about hers, she squeezed back offering what little comfort she could to the hurting woman.

"I deserve a medal," Lance sneered and Sophie glared at him as Donna's hand tightened about hers a bit more as she inhaled sharply.

"Oh, is that what she offered you?" the Doctor asked, "The Empress of the Racnoss?" he shook his head, "What are you, her consort?"

"It's better than a night with her," Lance retorted.

"But I love you," Donna murmured, her voice coming out barely above a whisper.

"That's what made it easy," Lance sneered down at her nastily and Donna had to blink back another wave of tears that pressed hotly at the back of her eyes, "It's like you said, Doctor. The big picture, what's the point of it all if the Human Race is nothing?" he asked the Doctor staring at him, "That's what the Empress can give me. The chance to… go out there. To see it. The size of it all. I think you understand that, don't you, Doctor?"

"Who is this little physician?" the Empress asked.

"What she said, Martian," Lance replied with a nod at Donna.

"Oh, I'm sort of… homeless," the Doctor replied, "But the point is," he quickly moved on from the topic of who he was, "What's down there?" he questioned, "The Racnoss are extinct. What's gonna help you four thousand miles down? That's just the molten core of the Earth, isn't it?"

"I think he wants us to talk," Lance remarked, with a mocking smirk.

"I think so, too," the Empress agreed with a nod.

"Well, tough!" Lance called down to them dismissively, "All we need is Donna."

"Kill this chattering little doctor-man!" the Empress hissed the order, "But leave the little travelling snack!"

Sophie stiffened, her eyes widening with alarm as the Empress eyes focused on her as she said the last, "Travelling snack?" she murmured and the Doctor's eyes narrowed.

"Mm, Christmas desert," the Empress hissed with a wide smile, her tongue flicking out past her fangs and over her lips.

"Don't you hurt him!" Donna yelled, freeing her hand from Sophie's to step in front of the both of them, "And don't you dare eat her!"

"No, no, it's alright," the Doctor murmured as he shifted to stand protectively in front of Sophie, who reached out, her gloved hand closing about the back of his suit jacket.

"No," Donna denied, her voice pitched high with fright, "I won't let them!"

"At arms!" the Empress commanded and the hooded Pilot Fish shifted, pointing their guns at the Doctor.

"Ah, now," the Doctor nodded, his hands coming up as he talked, brushing his consciousness reassuringly against Sophie's as he felt her hand tighten about the material of his jacket and heard her suck in a shaky breath behind him, "Except."

"Take aim!" the Empress shouted the commanded not really listening to the Doctor at all, and the sound of guns cocking filled the air.

"Well," the Doctor continued, "I just want to point out the obvious…"

"They won't hit the bride," the Empress cut in, "And the travelling Snack will be unharmed until it's time to feed."

Sophie shivered, "Not a snack, really not a snack… and definitely not an alien spider snack," she murmured under her breath.

"They're ever such good shots," the Empress told them smugly.

"Just… just… just… hold on, just a tick, just a tiny… just a little… tick. If you think about it, the particles activated in Donna and drew her inside my spaceship," he reached into his pocket. "So reverse it…" he pulled out the small test tube full of liquid Huon particles, "And the spaceship comes to her," he tweaked the knob on the top again this time in reverse and the contents and Donna glowed gold again.

"Fire!" the Empress commanded the Pilot Fish, and they did, but it was too late as the Tardis materialised itself almost like smoke around the three protecting them from the gunfire.

"Oh, brilliant," Sophie breathed with relief as she blinked, the Tardis rapidly solidifying about them, the bullets doing nothing but bouncing off her outer walls.

"Off we go!" the Doctor called as he darted to the console, swiftly moving about it as he twisted knobs and pressed buttons.

"My key! My key!" they heard the Empresses incensed screeching through the Tardis walls, a moment before the Tardis started her signature wheeze before she dematerialised from the underground Torchwood base, impervious to the bullets still hitting against it.

"Oh, you know what I said before about time machines?" the Doctor asked Donna as he moved quickly about the console, "Well, I lied. And now we're gonna use it," he stated as he sent the Tardis spinning through the vortex, "We need to find out what the Empress of the Racnoss is digging up. if something's buried in the planets core, it must've been there since the beginning. That's just brilliant. Molto bene!" he babbled on as he worked at the console, briefly wondering why Sophie at least wasn't at the console with him like she usually was, "I've always wanted to see this. Sparks, Donna, we're going further back than I've ever been before."

The Doctor turned and his expression fell as his eyes landed on Donna and Sophie, the ginger's shoulders shaking with silent tears whilst the petite brunette stood with her, a hand on her back, rubbing small circles… oh. He stared at the two of them for a moment longer before he turned back to the console working now in silence as Donna sank down into one of the chairs in the console room, and Sophie quietly offered her some tissues from the box the Tardis had made appear in the console room, the ship humming lowly as she flew through the vortex.

 ***O*O*O***

"If a key is lost, then another must be cut," the Empress hissed, furious still at the loss of the bride, "At arms!" she commanded the Pilot Fish and Lance's eyes widened as the Pilot Fish immediately shifted, pointing their guns at him.

 ***O*O*O***

"I feel so stupid," Donna sniffled quietly to the petite brunette that had sat beside her, fiddling with the tissues rearranging them in her hand a little before dabbing at her eyes and cheeks again.

Sophie bit her lower lip, unsure what to say in that moment, lots of words running through her head. She'd know what she'd say to Rose if she had said something like that, but Donna wasn't Rose and the last thing she wanted to do was unintentionally say the wrong thing and make the heartbroken woman feel worse. So, instead of saying anything Sophie reached out a gloved hand and took Donna's free hand in her own, giving it a squeeze.

Donna paused at the gesture and looked up at Sophie, before she squeezed back gratefully, seeing what the brunette hadn't been able to put into words in her eyes. A few more tears fell and Donna nabbed a few more tissues from the box in the brunette's other hand and dabbed at her eyes and cheeks again.

The Doctor peered around the console at the miserable Donna and Sophie as the Tardis' engines clicked quietly as they cooled, "We've arrived… want to see?"

"I s'pose," Donna sighed unenthusiastically, dabbing at her eyes again as the Doctor swung the monitor around.

"Oh," the Doctor eyed it, "That scanner's a bit small," he commented, "Maybe your way's best," he murmured and walked over to the door, "Come on," he called encouragingly over his shoulder as Donna continued to sit merely watching him.

Sophie offered her an encouraging smile and squeezed her hand again, "It'll be worth it," she murmured and Donna turned weary, still damp eyes to her, "It always is," she assured and Donna sighed again but nodded and got up with resignation, releasing Sophie's hand as she did so. The petite brunette got up too and followed her over to the Tardis doors that were still closed, the Doctor standing by them as he waited.

"No human's ever seen this," the Doctor told them, his lips curving into a small smile as he glanced at them, "You two will be the first."

"All I want to see is my bed," Donna muttered as she eyed the doors she was standing in front of dully, the Doctor and Sophie on either side of her.

"Donna Noble, Sophie Connolly, welcome to the creation of the Earth," he murmured, before he opened the doors and Sophie felt her breath catch in her throat as Donna's mouth fell open, the pair in awe at the spectacular sight as the sun shone through beautiful coloured dust and gas clouds, enormous rocks of different shapes and sizes floating around, "We've gone back 4.6 billion years. There's no solar system, not yet. Only dust and rocks and gas," the Doctor explained, "That's the Sun, over there," he pointed, "Brand new. Just beginning to burn."

"It's beautiful," Sophie breathed as she continued to stare with awe out into space at the moment in history. The Earth's beginning.

The Doctor glanced over at her with a fond smile, nodding, it was, and those three little words simmered inside him again as he took in her awed expression, her eyes alight with wonder as she stared, her lips slightly parted.

"Where's the Earth?" Donna asked.

And the Doctor blinked, the moment broken as his attention returned to the ginger, "All around us…" he replied looking out the doors again, "In the dust."

"Puts the wedding in perspective," Donna murmured, "Lance was right," she muttered, "We're just… tiny."

"No, but that's what you do," the Doctor beamed a grin, "The Human Race. Making sense out of chaos. Marking it out with weddings and Christmas and calendars. This whole process is beautiful, but only if it's being observed."

"So, I came out of all this..." Donna glanced at Sophie who was looking out the doors, her lips staring to curve up into a small smile, "Well, we both did," she adjusted and blue eyes turned to her, the petite brunette nodded.

"Yep," she agreed.

"And isn't that brilliant?" the Doctor murmured, beaming another grin at the two humans standing with him.

A massive chunk of rock floated lazily past the Tardis, "I think that's the Isle of Wight," Donna jested and the three broke out into light laughter.

"Eventually, gravity takes hold," the Doctor continued his explanation, "Say, one big rock, heavier than the others, starts to pull other rocks towards it. All the dust and gas and elements get pulled in, everything, piling in until you get the…"

"Earth," Donna finished.

"But the question is… what was the first rock?" the Doctor murmured and the three stared out of the doors as the dust and gas clouds and rocks.

"Look," Donna pointed as a seven-point star shaped object floated out from behind a dust cloud.

"Is that…" Sophie muttered squinting at it, "A spaceship?"

"The Racnoss…" the Doctor murmured.

 ***O*O*O***

"Now I have measured the bride's catalysis, I can force feed it," the Empress remarked and Lance

Who was standing a Pilot Fish on either side of him, was forced to drink Huon particle liquid as another Pilot Fish poured it down his throat, "Drink the particles, become the key!" she hissed at Lance.

 ***O*O*O***

The Doctor rushed back over to the console, "Hold on," he turned a wheel frantically, "The Racnoss are hiding from the war! What's it doing?"

"Pulling everything in…" Sophie murmured, her eyes widening with alarm as she watched the rocks and particles of dust and gas zoomed towards the Racnoss ship like they were being drawn by some kind of magnetised force.

"Exactly what you said," Donna nodded as the Doctor dashed back to the doors to look out them again.

"Oh, they didn't just bury something at the centre of the Earth…" the Doctor stared at what was happening with wide eyes, "They became the centre of the Earth. The first rock."

The Tardis suddenly groaned, shuddering as she shook violently, almost knocking the three of them off their feet.

"Blimey!" Sophie muttered glancing around the Tardis with concern.

"What was that?" Donna exclaimed alarmed.

"Trouble," the Doctor replied, slamming the Tardis doors shut.

 ***O*O*O***

"My wonderful key," the Empress rasped with a smirk as Lance started to glow gold, "Now, my servants, bind him," and the Pilot Fish that had been standing on either side of Lance grabbed him by his arms, restraining him as he looked down at himself with eyes wide with fear as he took in the golden glow.

 ***O*O*O***

The Doctor, Sophie and Donna struggled to maintain their balance as the Tardis shuddered and tip precariously, "What the hell's it doing?!" Donna yelled over the noise of the struggling engines as she clung to the console, desperately trying to keep her feet under her.

"Remember that little trick I pulled, particles pulling particles," the Doctor shouted back as he desperately tried to pilot the Tardis, "Well, it works in reverse, they're pulling us back!"

"Oh, no wonder she isn't happy!" Sophie exclaimed as she clung to the console, almost falling to the floor in the next moment as the Tardis shuddered and tilted sharply again as she careened wildly through the vortex.

"Well, can't you stop it?" Donna shouted with alarm, "Hasn't it got a handbrake? Can't you reverse or warp or beam or something?"

"Backseat driver," the Doctor muttered, "Oh! Wait a minute!" he exclaimed and reached under the console, "You remember this don't you, Sparks?" he shouted enthusiastically now.

Sophie peered at him as he pulled a device that looked a fair bit like a surfboard out from under the console, "The extrapolator?!" she exclaimed, her eyes widening at the sight of it.

"Yep!" the Doctor replied setting the extrapolator down on the console, "It can't stop us, but it should give us a good bump!" he told them, reaching under the console again as a familiar wheeze started up as they began to materialise.

"Oh, not the mallet…!" Sophie muttered as she saw him pull the tool out from its spot underneath the console.

 ***O*O*O***

Lance watched from where he was hanging, caught firmly in the Empresses web as the Tardis materialised in the room once again.

"The bride shall join her groom," the Empress hissed gleefully, "What a wedding there shall be," and Lance couldn't help but shudder.

 ***O*O*O***

"Now!" the Doctor shouted and Sophie couldn't help but cringe as he wielded the mallet smacking it down firmly against the extrapolator, making the Tardis dematerialise again, the Doctor, Sophie and Donna clutching at the console tightly again as she groaned and shuddered around them in protest, before materialising again down the long corridor.

The Doctor dashed for the door, Sophie and Donna running after him and outside into the dimly lit corridor, "We're about 200 yards to the right," the Doctor told them as he looked around, quickly getting his bearings, he turned to Sophie and Donna, "Come on!" he urged them and the three took off at a run down the corridor.

"But what do we do?" Donna asked anxiously as she panted, out of breath from the run, the three of them coming to a stop outside of the doorway that led up to the Thames Flood barrier.

"I don't know," the Doctor replied glancing back at her as he pulled a stethoscope from his pocket, "I make it up as I go along!" he admitted as he stuck one of the listening bits into one of his ears, pressing the rounded bit against the door to listen, "But trust me, I've got a history!"

Donna blinked, eyeing the Doctor's back dubiously, before she glanced over at Sophie who was staring at his back, with a small quirk to her lips, "And you trust him?"

Sophie glanced at her and nodded, "Yeah, I do," she replied truthfully and the Doctor's lips twitched up into a smile as he concentrated on the door, listening for sounds beyond it. Sophie offered the ginger what she hoped was a reassuring smile, "He always thinks of something."

Donna eyed her a moment, before giving her a bit of a nod, her eyes returning to the Doctor, "But I still don't understand. I'm full of particles, but what for?"

"There's a Racnoss web at the centre of the Earth," the Doctor began to explain as he continued to listen through the stethoscope, "But my people unravelled their power source. The Huon particles ceased to exist but the Racnoss were stuck."

Sophie stiffened as she was grabbed from behind, an arm restraining her and a gloved metal hand covering her mouth preventing her from letting out a warning cry to the Doctor, a glance to the side told her that Donna had been grabbed by another Pilot Fish, and she jerked her head hoping to make the bells in her ears chime loud enough to grab the Doctor's attention as the Pilot Fish dragged them backwards away from the oblivious Time Lord, only to blink as no sound came... and she grimaced as she realised that she'd forgotten to put the bells back in her ears after everything at Canary Wharf…

 ***O*O*O***

"They've just been in hibernation for billions of years," the Doctor continued, "Frozen, dead, kaput. So, you're the new key, Donna. Brand new particles, living particles!"

 ***O*O*O***

Further away now and completely out of sight of the Time Lord who hadn't so much as shifted at their kidnapping, and was probably still rattling off his explanation. Sophie rolled her eyes at herself exasperatedly, what in the hell was she doing, worried about bells? She didn't need bells to catch his attention, or physically have to make a sound, honestly! She could totally just…

 ***O*O*O***

"They need you to open it and," the Doctor blinked as he realised something, "You've never been so quiet Donn…"

' _Doctor!'_

The Time Lord whirled around at Sophie's telepathic call and his eyes widened to see that he was alone in the corridor, "Oh!" he breathed horrified as he looked up and down the corridor for any sign of the pair, hearts pounding as his jaw clenched, he turned back to the door, _'I'm coming Sparks!'_ he projected back as he pulled out his sonic screwdriver and swiftly unlocked the door with it before rapidly turning the wheel and pulling it open, only to be confronted by a robot, a gun pointed at him, "Ah," he muttered.

 ***O*O*O***

Sophie concentrated on breathing, or at least she tried to, it was a difficult task when she was strung up in the thick sticky web beside Donna and Lance who was on the other side of the ginger, staring down into the deep shaft that went all the way down into the centre of the Earth, where, from what the Doctor had been saying before she and Donna had been nabbed, was a Racnoss web… she swallowed heavily.

Donna glanced at Lance, "I hate you," she spat, glowering at him.

"Yeah," Lance glanced at her as well, sarcasm colouring his tone, "I think we've gone a bit beyond that now, sweetheart."

"Not that it really matters," Sophie muttered through gritted teeth anger at the man welling in her again and she shot a look at him as best she could from where she was stuck beside Donna, "But I hate you too."

"Consider me heartbroken," Lance retorted scathingly as he rolled his eyes, rather annoyed at this situation himself… this had not been the plan, the agreement – he in no way shape or form was supposed to be the key! It was supposed to be Donna, and only Donna!

"My golden couple. Together at last," the Empress rasped up at them, ignoring the petite brunette for the moment her focus on her keys, "Your awful wedded life. Tell me, do you want to be released?"

"Yes!" Donna and Lance shouted together.

"You're supposed to say, 'I do'," the Empress corrected them.

"Ha," Lance scoffed, "No chance!"

"Say it!" the Empress demanded.

Lance glanced at Donna distastefully, the words physically paining him as he complied, "I do."

"I do," Donna called reluctantly, a pained grimace crossing her face as the words left her lips, words that she had so been looking forward to saying at that morning.

"I don't!" the Empress cackled, "Activate the particles," she commanded gleefully, "Purge every last one!"

"No!" Sophie cried as Donna and Lance began to glow brightly.

"The little travelling snack will be quiet!" the Empress snapped, eyes focusing on the petite brunette for the first time.

Sophie eyes widened, her heart pounding as her gaze returned to deep shaft, where a web resided, _'Oh God… I really don't wanna be alien spider food!'_

' _You're not gonna be alien spider food!'_ came a reassuring response from the Doctor and Sophie blinked she hadn't thought she'd projected that.

' _Well, you better hurry,'_ Sophie replied glancing anxiously over at the ginger who was glowing rather brightly with the golden particles, her eyes concerned for the woman, _'Cos Donna and Lance… they're glowing.'_

' _I'm almost there,'_ the Doctor responded and Sophie took a deep steadying breath as he continued, _'I'm close, Sparks_.'

"And release!" the Empress ordered, before a gleeful laugh escaped her as the particles extracted themselves from Donna and Lance and zoomed down into the depths of the deep shaft, "The secret hear unlocks, and they will waken from their Sleep of Ages."

"Who will?" Donna demanded, "What's down there?"

Lance shot her an irritated look, "How thick are you?" he sneered at her.

Sophie swallowed heavily, "There's a web down there, Donna," she reminded the ginger her voice soft and Donna looked at her, "It's full of…"

"My children," the Empress rasped with a beaming grin as she turned her gaze down the shaft, "The long lost Racnoss, now reborn to feast on flesh!" Sophie flinched her teeth sinking anxiously into her lower lip as the chirping of lots of alien spiders and the pattering of their many legs coming up the hole, "The web-star shall come to me."

And out in space the seven-point star shaped web-like spaceship started drifting towards the Earth.

"My babies will be hungry," the Empress exclaimed with all the concern of a mother for her children, "They need sustenance. Perish the web!" she cried.

Lance shifted, struggling as much as he could in the web to gesture at the other two entangled in the web with him, "Use her! Not me!" he cried frantically and Donna and Sophie turned their eyes to him, "Or her! Either of them! Both of them!"

"Oh, my funny little Lance!" the Empress hissed, her many eyes focusing on him, "But you are quite impolite to your lady friends," she bared her fangs at him, "The Empress does not approve," and then the web around Lance loosened, releasing him.

"Laaaaaance!" Donna screamed horrified as she watched him tumble down into the deep shaft, his own cry of terrified alarm echoing in her ears.

"Oh bugger…" Sophie breathed with equal horror as awful as Lance had been, neither woman had wanted to see him die.

"Harvest the humans!" the Empress ordered as the seven-point webbed star descended over the Thames, much to the confusion and awe of the Londoners that paused in what they were doing to look at it, "Reduce them to meat!"

 ***O*O*O***

Bolts of what appeared to be something like lightening lanced out from the spaceship, destroying everything they touched. The people scattered in a panic, all apart from a little girl who'd been loving the appearance of the large pretty glowing 'star', she stood routed in terror as a one of the beams lanced towards her, cutting along the road, her eyes screwed shut as it got close, a whimper escaping her, only for arms to scoop her up as her dad picked her up and dashed away with her just in the nick of time.

 ***O*O*O***

One of the robots ascended the ladder, moving quickly up it along the side of the chamber and Sophie blinked as she felt a familiar mind brush along her mind in a warm familiar 'hello' and she found herself relaxing in the web ever so slightly, even as she anxiously eyed the shadowy figures that were scampering higher and higher up the deep shaft. He was here.

"My children are climbing towards me and none shall stop them!" the Empress cried, before she spun to face the robot that was ascending the stairs with a low snarl, "So, you might as well unmask, my clever little doctor-man."

"Oh well," the Doctor sighed removing the mask and hooded cloak he'd donned in an attempt at having the 'element of surprise', "Nice try," he looked up to the web, "Told ya, I was coming, Sparks," he pulled out his sonic and aimed it at the web that was keeping Sophie entangled.

The petite brunette's eyes widened a bit as she eyed the sonic screwdriver, "What are you doing?" she called to him.

"Catching you!" the Doctor called back and Sophie scrambled to grab onto the web as the blue tip of the sonic flashed and the webbing loosened about her and her grip tightened as in the next moment she was swinging over the shaft and past the Empress who hissed and snarled at her, a long red claw swiping at her as she did so, and right into the Doctor's arms, the Time Lord having thrown them wide the moment she started swinging. The Doctor stumbled a bit as she collided with him, but otherwise managed to keep his feet, "You alright?" he asked as he set her down on her feet.

Sophie nodded, "Yeah."

The Doctor turned back to Donna who was staring down at them from the web with wide eyes, "I've got you, Donna!" he called and pointed his sonic screwdriver at the web around the ginger.

Donna shook her head, "I'm gonna fall!" she screeched at him as she felt the webbing around her loosen.

"You're gonna swing!" the Doctor corrected.

"Just hold tight!" Sophie urged as Donna grasped at the web, not wanting to see her fall, she swallowed heavily, she didn't think she could handle seeing her fall down into the shaft.

Donna let out a piercing, terrified scream as she started to swing, her hands clenched around the web as she swung over the shaft below her.

"I've got ya!" the Doctor called throwing his arms wide again to catch her.

Donna let out another panicked shriek as she swung below him and the landing he was standing on, the thick strand of web she was clinging to long and she screwed her eyes shut as she swung towards the wall.

Sophie flinched and the Doctor winced as Donna hit the wall below them with a dull, but heavy thud, "Donna!" Sophie called alarmed.

"…Oh sorry," the Doctor apologised sheepishly as the Empress smirked.

"Thanks for nothing, Martian," Donna groused as she lay sprawled on the floor, this was really not her day, not in the slightest!

Sophie winced, glad that ginger was ok, but that had to have hurt… it sounded like it had hurt…

"The doctor-man amuses me," the Empress hissed with amusement.

The sheepishness disappeared off the Doctor's face as he looked up, his focus returning to the Empress, "Empress of the Racnoss, I give you one last chance," he addressed her, his brow furrowed as he stared unwaveringly at the Empress, his fisted hands resting on the railing.

Sophie shifted away from him a little, moving to peer down the stairs at where the ginger had landed, "You ok, Donna?" she called.

"I can find you a planet. I can find you a place in the universe to co-exist," the Doctor told the Empress his offer. The one and only time he'd extend it.

"Yeah!" Donna groused back as she slowly picked herself up with a mild grimace, her body a bit achy from the impact with the wall and then the floor.

"Take that offer and end this now," the Doctor finished, half listening to the answer Donna had given Sophie.

"These men are so funny," the Empress rasped, letting out a raspy chuckle as she eyed the small doctor-man.

"What's your answer?" the Doctor demanded as Sophie gave a relieved nod, glad for the confirmation, that although bruised the ginger was ok.

"Oh, I'm afraid I have to decline," the Empress laughed outright, endlessly amused by the tiny doctor-man, giving her orders, decrees.

"What happens next is your own doing," the Doctor told her and Sophie blinked and turned back towards him at his tone, her brow scrunching slightly.

"I'll show you what happens next," the Empress drew herself up, "At arms!" she hissed at the Pilot Fish and Sophie's eyes widened and she shifted back towards the Doctor, "Take aim! And…"

"Relax," the Doctor murmured quietly and Sophie blinked surprised as all the Pilot Fish did exactly that weapons lowering as they slumped.

"What did you do?" Donna gaped from below them staring up at the Pilot Fish with wide eyes.

"Guess what I've got, Donna?" the Doctor asked as he glanced down at her, "Pockets," he told her as he pulled out a remote control for the Pilot Fish out of his pocket.

"How did that fit in there?" Donna shouted up at him, her eyes widening further.

"They're bigger on the inside," the Doctor called down to her with a smirk edging up the corners of his lips.

Donna gaped again and turned wide eyes to Sophie who was staring at the Doctor, "You mean you weren't having me on earlier?"

"Nope," Sophie called back, tearing her eyes from the Doctor to glance down at Donna, offering her a small smile.

"Robo-forms are not necessary," the Empress snarled drawing their eyes back to her, "My children may feast on Martian flesh and the flesh of the little travelling snack!"

The Doctor's expression darkened dramatically, his jaw clenching, "Oh, but I'm not from Mars," he informed her, a dangerous edge entering his voice.

"Then where?" the Empress hissed.

"My home planet is far away and long-since gone. But its name lives on," the Doctor stared at the Empress darkly as he continued, "Gallifrey."

The Empress reared back alarmed and angry at the name, "They murdered the Racnoss!"

"I warned you," the Doctor replied unaffected by her tone, the fear flashing in her many eyes, "You did this," he pulled some of the Christmas tree baubles out of from another pocket and the Empresses many eyes widened.

"No! No!" she hissed panicked recognising the explosive baubles immediately, "Don't!" she begged, "No!"

The Doctor threw the baubles into the air and used the remote to control them, sending some to surround the Empress and others towards the walls of the corridor, the small baubles blowing holes in the wall on impact letting the Thames flood into the room in torrents, manhole covers bursting under the sudden pressure and a fire broke out as another of the baubles that had surrounded the Empress exploded at her feet.

Sophie flinched her eyes wide as the flood water poured down into the deep shaft and the wailing, terrified screams of the baby aliens below echoed up to them and the Empress let out a pained shrieking grief-stricken wail.

"My children!"

Sophie tore her eyes from the spiralling torrents of water in the hole to the Doctor, seeing him standing amidst the fire and water, staring silently, his expression dark as the screams filled his own ears, "Doctor!" she called moving towards him, drenched to the skin, as the Empress continued to wail agonisingly in her grief.

"Doctor, you can stop now!" Donna called up to him, but as she stood drenched to the bone, she didn't think he'd even heard her as he continued to stare unflinchingly at the writhing Racnoss, their cries still loud in her ears.

"Doctor please!" Sophie called to him again, and slowly he pulled his eyes from the wailing writhing Racnoss to glance at her and Sophie swallowed at the deep pain she could see in his eyes amidst the cold fury that was enveloping him, "Enough, please…!" she reached out and touched the wet cloth of his suit jacket, "Enough!"

He stared at her, his expression grim the wails of the Empress still filling his ears, that dark fury griping him, and for a brief moment Sophie thought that he wouldn't, that maybe he couldn't, as his eyes dark with pain and cold fury met hers, but then he blinked, brown eyes softening minutely and he nodded slightly, before reaching up to take the hand that was resting on his arm, he grasped it tightly in his own, before turned to look down at Donna who was staring up at the two of them, just as drenched as the two of them were, "Come on! Time I got you out!" he shouted and then in the next moment the three of them were running up the stairs.

 ***O*O*O***

"Transport me!" the Empress screamed an order and disappeared with a flash of light, back onto her spaceship, "Oh they will suffer! So suffer!" she shrieked with painful grief-stricken rage, "This planet shall be scorched!"

 ***O*O*O***

"But what about the Empress?" Donna called down to the Doctor as she, Sophie and the Doctor climbed up the ladder of the floodgate.

"She got away," Sophie called in agreement as she glanced down at the Doctor concerned, the three of them having seen her disappear in a flash of light, transporting herself in all likelihood back onto her spaceship.

"She's used up all her Huon energy," the Doctor shouted up to them from his place behind Sophie on the ladder, "She's defenceless!"

 ***O*O*O***

Huge military grade army tanks rumbled down the streets London, their cannons rising, taking aim at the seven-point star shaped spaceship hovering in the air above London, "Orders from Mr. Saxon," the commander called, "Fire at will!"

"Fire!" a soldier called the order and missiles fired into the air, all heading directly for the spaceship, impacting heavily with it from all directions, causing heavy damage until it burst into flames and exploded, disintegrating completely, the Empress of the Racnoss along with it.

 ***O*O*O***

The Doctor, Sophie and Donna reached the top of the ladder and clambered out into the night air, the three of them holding onto each other as they stood atop the Thames Flood barrier, looking up into the sky to see the webbed starship exploding above them, the pieces falling to the Earth, and Donna started to laugh in hysterical relief that it was finally over, the Doctor joining her and instant later and Sophie glanced from the sky to them and her own lips twitched up as she took in their drenched forms as they laughed and soon found herself joining them, leaning into the Time Lord as he wrapped a drench arm over her equally drenched shoulders.

"Just…" Donna began glancing over at them as she caught her breath as the three of them calmed, their laughter quieting, "There's one problem."

"What's that?" the Doctor asked curiously.

"We've drained the Thames," Donna replied and the Doctor and Sophie glanced down to see that they had indeed.

"Um…" Sophie blinked down at the sight of the empty river banks, "Oops?" she tugged at the drenched ends of her hair and the Doctor and Donna collapsed into laughter again, Sophie joining them a moment later.

 ***O*O*O***

The Tardis wheezed as she materialised across the road the Noble's home and Donna stepped out of the blue box followed by the Doctor and Sophie, "There we go," the Doctor commented with a smile, "Told you she'd be alright," he murmured as he glanced at Sophie who nodded, lips quirking up in a small answering smile, "She can survive anything."

"More than I've done," Donna murmured.

The Doctor pulled his sonic out of his pocket and gave her a quick scan with it, "Nope! All the Huon particles have gone," he told her as he pocketed his sonic again, "No damage, you're fine."

"That's good," Sophie murmured with a smile, relieved that Donna was fine.

"Yeah…" Donna agreed trailing, a half-hearted responding smile curving up her lips before she sighed out a breath, "But apart from that… I missed my wedding, lost my job and became a widow on the same day. Sort of."

"I couldn't save him," the Doctor murmured.

"He deserved it," Donna replied flatly and the Doctor raised his brows whilst Sophie tilted her head slightly at the ginger, both regarding her silently, and Donna's face softened, "No, he didn't," she murmured, before she looked around at her family home, seeing her parents through one of the windows, "I'd better get inside. They'll be worried."

"Best Christmas present they could have," the Doctor commented as the three of them watched Sylvia and Geoff embraced each other, "Oh no," the Doctor blinked and Sophie glanced at him, "I forgot, you hate Christmas."

"Yes," Donna nodded firmly, "I do."

"Even if it snows?" the Doctor asked, smirking as he reached into the Tardis flicking a switch on the wall, making the lamp on top of her turn yellow before a ball of energy shot from it and up into the sky and exploded like a firework. A light snow starting to fall in its wake.

"Brilliant!" Sophie murmured beaming a grin as she stared up at the light shower of snowflakes, her nose scrunching slightly as one landed on the tip of her nose, melting almost instantly.

Donna laughed with delight, looking around at the sudden snowfall before turning her gaze back to the Doctor, "I can't believe you did that!"

"Oh, basic atmospheric excitation," the Doctor replied with a casual shrug, leaning against the Tardis.

"Doesn't make it any less pretty," Sophie murmured.

"Merry Christmas," Donna smiled at them brightly.

"Merry Christmas," Sophie replied still grinning herself, snowflakes landing in their hair as the Doctor murmured.

"And you," the Time Lord eyed her, "So… what will you do with yourself now?"

Donna let out another laugh, "Not get married, for starters," she replied, "And I'm not going to temp anymore. I dunno…" she shrugged, "Travel… see a bit more of planet Earth… walk in the dust. Just… go out there and do something."

"Well…" the Doctor began glancing at Sophie and Donna watched a brow arching curiously as the two seemed to have a quick sort of silent conversation as they stared at each other, "You could always…" the Doctor continued as he turned his gaze back to her.

"What?" Donna prompted as he hesitated again.

"…Come with us?" he offered.

Donna smiled as she stared at the pair of them, "No."

"Ok," the Doctor muttered quickly as Sophie gave a small nod, her smiling dimming just a little, disappointed but accepting.

"I can't…" Donna said in an attempt to explain.

"No, that's fine," the Doctor brushed it off with attempted indifference, straightening up from his lean.

"It's ok," Sophie murmured softly, nodding again.

"No, but really," Donna tried again, eyeing the two of them, "Everything we did today. Do you live your life like that?"

"…Not all the time," the Doctor murmured, though not very convincingly.

"I think you do," Donna replied eyeing him, "And I couldn't."

"But you've seen it out there," the Doctor murmured smiling encouragingly at the ginger, "It's beautiful."

"And it's terrible," Donna rebutted, "That place was flooding and burning and they were dying, and you were stood there like… I don't know… a stranger… if it weren't for Sophie…" she frowned trailing, "'cos you sure as hell weren't listening to me…" Donna shivered at the memory of that moment and the Doctor blinked at her she'd said something back there… he hadn't… Donna gave herself a shake, "And then you made it snow. I mean, you scare me to death."

The Doctor shifted slightly a moment of silence passing as he glanced uncomfortably from Donna to Sophie, trying to catch her gaze, suddenly scared that she would be scared of him too, but she was busy staring at the snow at their feet. Her being scared of him was the last thing he wanted, "Well then," he muttered.

"Tell you what I will do, though," Donna exclaimed smiling invitingly at them Sophie raising her gaze at the sudden brightness to her tone, tired blue eyes curious, "Christmas dinner," the Doctor shifted uncomfortably and Sophie blinked at her before glancing away uncomfortably herself, "Oh, come on," she urged them.

"I don't do that sort of thing," the Doctor muttered.

"You did last year," Donna exclaimed, "You said so, you both did," she reminded them, "And you might as well," she wheedled, "Because mum always cooks enough for twenty."

The Doctor hesitated, brown eyes drifting over to Sophie again, blue eyes meeting his and a silent moment of understanding passed between them. He turned back to Donna with a low sigh, "Oh, alright then," he muttered seemingly giving in, "But you go first. Better warn them. And… don't say I'm a Martian," he warned the ginger, "Just gotta park her properly," he patted the Tardis, "She might drift off to the Middle Ages," he nudged open the Tardis door that had been left ajar, "We'll see you in a minute," he turned and held the door open for Sophie, the petite brunette glancing briefly at Donna again before disappearing inside. The Doctor followed her in, the Tardis door quietly clicking closed behind him.

A moment later the engines started and the Tardis began to wheeze, "Doctor! Sophie!" Donna shouted realising that they were leaving, "Doctor!" she shouted again louder and to her relief the engines stopped.

The Door opened and the Time Lord's head popped out followed by Sophie's, "Blimey, you can shout," he remarked.

"Good thing too," Sophie smiled at Donna, "Probably wouldn't have heard you otherwise."

"Am I ever gonna see you two again?"

The Doctor smiled, "If we're lucky."

Donna smiled back, "Just… promise me one thing," her smile faded her expression turning serious, "Find someone," she urged him.

The smile faded off the Doctor's face, "I've got Sophie, I don't need anyone else," he replied seriously and Sophie glanced at him in surprise.

"Yes, you do," Donna replied, "Because sometimes, I think you need someone to stop you," the Doctor opened his mouth to speak, but Donna continued before he could, "And I'm not sure Sophie will always be enough on her own to do so."

"Yeah…" the Doctor murmured quietly, reluctantly after a moment and there was a short pause, "Thanks then, Donna. Good luck."

Sophie nodded, "Have fun travelling."

The Doctor nodded, "And just… be magnificent."

Donna laughed, "I think I will, yeah," the Doctor and Sophie smiled retreating back into the Tardis, "Hey?"

The pair paused and popped their heads back out the door, "Oh, what is it now?" the Doctor asked with mock exasperation.

"That friend of yours… what was her name?" Donna asked.

"Oh…" Sophie murmured swallowing, "Rose…"

The Doctor placed a comforting hand on her shoulder, "Her name was Rose," he murmured before they retreated into the Tardis once more, the door clicking quietly closed behind them again.

Donna watched with a sad smile as the engines started again and there was that strange wheeze again, before the blue box shot straight up into the sky, before vanishing. Slowly she turned and walked towards her home where her mum and dad were waiting.

 ***O*O*O***

"There we are," the Doctor murmured, breaking the silence between them as the Tardis entered the time vortex. He turned to Sophie who was leaning against the console, "So…" and Sophie shifted turning her gaze to him with a blink and he smiled at her, "I was thinking that I could give you a lesson in flying the Tardis," she blinked at him again, "A proper one I mean, not a chase through the London streets," another blink, "A nice easy lesson," he tempted and his smile widened into an encouraging grin, "Just flying her through the vortex."

"No," Sophie sighed.

The Doctor's face fell dramatically, smile disappearing as disappointment hit and concern that she wanted far away from him, that she now feared him rose again, though as he eyed her it wasn't fear that he could see on her face, in her eyes, "Oh…" he mumbled shifting awkwardly, tugging at his ear as he eyed her.

Sophie blinked at the change a little confused before she realised how that must have sounded and she hurriedly shook her head, "No, I don't mean 'no' no…" she grimaced as she fumbled over her words and took a steadying breath as she shuffled her feet a bit, "I just meant not now," she explained lowly, her shoulders slumping, "I'm exhausted," in more ways than one was she exhausted and the Doctor's face began to lighten as understanding took hold, "I feel like I haven't slept in days," she continued tiredly, had it been days since…? She couldn't recall at the moment… all she knew was that it really felt like it had been in this moment and everything was catching up to her again now that things had stopped once again, adrenaline leaking away leaving behind just a heavy tiredness both physical and emotional, "So, I'd really like a lesson. A proper lesson," she smiled a little, her blue eyes dull with exhaustion, "One without a street chase," she added lightly, "Just… later, if that's ok?"

"Yeah, course!" the Doctor agreed quickly nodding as he scratched at the back of his head as he smiled at her a little sheepishly, of course she was tired, "Go get some sleep Sparks. We can do a proper lesson later."

Sophie nodded her agreement nothing sounded better than sleep right now, a whole lot of sleep snuggled up under blankets. She reached into her pocket and pulled out her phone, "I'll leave this here, if ya still wanna look at it," she murmured as she set the mobile down on the console for him.

"I'll look at it," the Doctor assured her.

Sophie nodded turning back to him to see that he was still staring at her with a touch of a crooked smile on his lips. She stifled a yawn as she lingered in the console room, a part of her not wanting to leave him on his own, despite her exhaustion, not when he'd seemed at least to her tired mind to want her company, she blinked and wavered a bit unsteadily on her feet as the yawn she stifled earlier overpowered her.

The Doctor crooked smile turned amused and affectionate and he shifted closer reaching out with the intention of steadying her, but found himself pulling her into a warm hug, nose buried in her hair, just completely glad that she was still with him after everything that had happened in such a short period of time, that he hadn't lost her too. Sophie blinked blearily as she hugged him back, a low tired sound escaping her as the familiar warmth of his arms surrounded her.

The Doctor sighed lowly, "You should go to bed," he murmured, not moving to release her, rather reluctant to do so.

Sophie nodded, "Yeah… I should," she agreed softly, "'Fore I end up using you as a pillow," she mumbled, slurring slightly.

The Doctor blinked and then smirked, "You wanna use me as a pillow?" he questioned with mild amusement.

Sophie groaned, cheeks flushing, was that what she'd just said… out loud? "I did not just say that," she muttered, brow scrunching, stupid tired brain mouth filter.

"I think you kinda did, Sparks," the Doctor teased lightly and Sophie's cheeks flushed a little redder as she pulled back reluctantly from the warm embrace.

"I should really…" she stifled another yawn, or tried to, "Bed," she finished.

"Yeah, you should," he agreed reluctantly.

"Goodnight, Doctor," Sophie murmured, before she turned and started slowly across the console room for the stairs.

"Goodnight, Sparks. Sleep well," the Time Lord murmured and sighed lowly as he watched her ascend the stairs, wishing that humans didn't need so much sleep to keep functioning, having wanted to spend some time with her now that they were alone again. Patience that he didn't have all that much of he was being honest with himself, wearing thin as really, he just wanted to be able to tell her now… he shook his head as she disappeared from view the sound of her steps fading, it'd have to wait a bit longer once again.

He sighed heavily and turned picking up Sophie's phone, his other hand slipping into his pocket for his sonic screwdriver as he sank down into the pilot's chair, the sonic whirring as he fiddled with the device, looking for a cause to the battery's sudden malfunction doing his best to concentrate and focus on it and not the thoughts in his head, the memories of the screams, the water rushing, the heat of the fire…

Or the sinking idea that was niggling at him in amidst the chaos of his thoughts now that he was alone again, that perhaps it would be harder to find a good moment to tell Sophie how he felt about her then he'd initially assumed. He sighed again struggling to concentrate on the small device he was fiddling with, not seeing the cause behind it's sudden malfunction, he fiddled a bit more, pulling more of the phone apart in his search as he forced himself to focus in on it, his other thoughts slowly drifting away, his brow furrowing…

' _Ohh, hold on… ha!'_ he thought smirking as he spied some burnt out wiring, he'd known that it couldn't be the battery! _'Gotcha!'_ the sonic continued to whir softly as he set about removing the shot wiring, getting up as he did so and making his way towards the room he generally tinkered in, needing a replacement wire, hmm and maybe seeing about improving the functioning of the phone a bit more, make it faster… oh and that little bit there, that was more of a hinderance to the phones capabilities, he could totally get rid of it and replace it with something that'd do the job far better…

Whilst in her room, Sophie got into her jim-jams and clambered tiredly into her bed, pulling the covers up around her snugly, sleep claiming her soon after.

 ***O*O*O***

Sophie sat up a bit sharply, her eyes wide as she glanced about her bedroom the Tardis flicking them on for her. She swallowed her eyes downcast as her hands fisted in her bedsheets, the echoing strange sound of what she could only describe as some kind of drums lingering in her ears, the sound having plagued her dream. Along with the strange image of what she could only describe as a kind of rhino in a sort of black spacesuit armour thing…

She sighed falling back against her bed, her dreams were back after such a long silence, absence, they were back… her jaw clenched where the hell had they been when Rose was taken from them, they could have at least made themselves useful for once, told her something that could have let her prevent them from losing her… she sighed heavily, her mind lingering on the sound she'd heard the beating of a drum from the sound of it, the rhythm she was pretty positive it was drum… and what was it that Gwyneth had said all so long ago… something about drums… she was sure she'd said something about drums and a key… hold the key or something.

"So much for sleep…" she muttered unhappily, brushing some of her dishevelled locks out of her face as she frowned up at the ceiling.

 **A/N:** I just wanted to thank everyone again for all your support and I hope you all enjoyed the last chapter for this particular book. And I'm excited have reached series three and Martha and consequently Book Three of the Lost Girl Chronicles.

I unfortunately can't say for sure when I'll have Book Three started and be able to start posting, but it'll be called: Like Pieces of a Puzzle.

Thanks again everyone!

Frosty600.


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